Ben 10: Dragon God of Life
by DragneelGiant96
Summary: Imagine if Azmuth was a Dragon. Imagine if he was one of the Dragon Gods; the Dragon God of Life. Sometime during the Great War he was sealed inside a Sacred Gear which enables whoever wields it with the power to transform into fearsome beasts of immense power. Powerful, original version of Ben Tennyson. OOC and AU. Rated M for swearing, violence and DxD nudity. [Ben x Harem]
1. A chance encounter

**A/N: Hi everyone. My name is DragneelGiant96 (Obviously not my real name!) and I welcome you all to this new story and adventure that I have begun. I have been reading fanfics for a few months now, thanks to my younger brother, and after reading so many different stories by amazing authors, I have finally decided to try creating my own story.**

 **The reason I chose the two different universes of Ben 10 and Highschool DxD is mainly because of two reasons:**

 **1\. I really like the concept which created Ben 10 (It was one of my favourite cartoons when I was younger) and I could see the concept fitting in extremely well with nearly every different scenario I can think of. The premise can slip into the universe of nearly any other story and not seem forced and unnatural (If done right, that is!)**

 **2\. Highschool DxD is one of my favourite anime (And not just for the ecchi stuff! Honest!) and I love the story and the world in which the characters live.**

 **As I said before, this is my first story, and so, am very eager to hear any feedback you can give me. I study at university and am returning there really soon but I promise that I'll release a chapter as soon as time allows me.**

 **I will finally end on the obligatory disclaimer:**

 **(I do not own Ben 10 nor Highschool DxD. They belong to their respective owners which aren't me.)**

 **I don't own anything!**

 **. . . . . . . . . . . . . . . . . . . .**

 _Red. The same colour as her hair. Darker than any red hair I'd ever seen. Just like the blood running down my hand._

The figure Ben was referring to suddenly strode into the corner of his rapidly darkening sight. He couldn't make out her face clearly because of this but he couldn't fail to notice the long deep red hair he was referring to. It fell down past her waist and flowed around her like a crimson veil. This, combined with how she held herself made her look just as, if not even more regal than any noble he knew of or read about in his entire life.

Just then, just as he was about to lose his grip on life to the cold grip of death, he heard a voice calling out to him. It was her voice! Calling out to him

"Not today! I will not let you die today, Benjamin."

[BEEP, BEEP, BEEP, BEEP, BEEP…]

Ben woke up with a start, almost falling out of his bed in the process from the sudden annoying noise as well as that strange dream he had just woken up from.

He brought up his hand to his forehead to find he was sweating slightly. That dream he had just woken up from had left him in a cold sweat. He had never had a dream so vivid…so realistic before. It was almost like he was really there.

' _What was that dream about? It seemed so real. I thought I was actually bleeding to death!'_ Ben thought to himself as he brought his hand down his face, breathing deeply.

Once he had managed to get his breathing under control, Ben got out of his bed and made his way to his drawer to put on boxers and his school uniform for the day ahead.

 _'And who was that girl?'_ Ben thought to himself as he finished buttoning up his shirt. _'I can't recall ever having seen her before in my life. I couldn't see her face clearly but you'd think I'd remember someone with hair like that. It's not like it's a common colour in this country, despite what you see in Japanese anime and manga.'_

Ben finished putting his school uniform on and headed downstairs to greet his parents a good morning. He didn't care very much for the uniform of Kuoh academy. He wasn't unused to school uniforms, even though the last school he was in was back in the states, as he spent most of his education in Britain which also required students to wear uniforms. The black trousers were ok, but the white shirt that he had to wear with it didn't work for him at all. Luckily he was able to solve this issue by wearing his favourite emerald green jacket over it.

There were some issues initially for the first few days he started attending Kuoh academy. There was a strict dress code for the uniform; to the point that even he wasn't used to the level of which they were implemented into the school rules. It had even gone as far as him being brought before the student council where the president who, if he remembered correctly, was called Sona something or another, and her Vice-president (he never learnt her name) who informed him of his breach of the school code of conduct and rules. Luckily, after some negotiations, it was decided he was allowed to continue wearing his jacket to school with the condition that he took it off in class without fail. This seemed reasonable to him and he agreed to these terms and had fulfilled the requirements without fail.

Ben looked at the clock on the wall and was shocked to see that if he didn't set off right now, he would be late. He took one more piece of toast, placing it in his mouth, mumbled a goodbye to his parents and ran out of the front door, heading down the road towards the academy.

As Ben approached the gates of Kuoh, he reflected once again as to the sheer grand design of the building. It was a large building, bigger than your usual school and obviously had more than enough money given to it. He had managed to find out that it was privately owned and wondered just what would make a person spend this much money on a school.

' _They must have a child that attends here,'_ Ben had thought to himself when he discovered this. _'It's the only reasonable explanation I can think of to warrant this much investment into a school.'_

The big-ass fountain in the middle of the courtyard was a bit too much on the flashy side in Ben's opinion.

As he approached the school gates, he could start to make out the other students already catching up with their friends in the school courtyard. He had been informed by his parents that the school had very recently been turned from an all-girl's school into a co-ed one. As he looked around, he couldn't fail to notice that there was an incredible difference in the ratio between the number of male students against the number of female students. Ben had no doubt that a lot of the local boys who lived in the area wanted to enter the academy with the idea that they would undoubtedly get a girlfriend in no time.

Unfortunately for him though, Ben never had much confidence when talking with girls, no matter which school, whether in Britain or America, he went to. The only girl he was confident talking to was his sister.

Though on the outside that might not seem like a hindrance to others, they didn't have Jen for a sister. He couldn't remember a time when they were younger when the two of them weren't fighting. It didn't help Ben in the fact that his sister had been part of the Taekwondo club at every school she went to. As she had a red belt in the sport, she was constantly training herself to earn a black belt and that meant she needed someone to practice on when she wasn't at her club. She couldn't very well ask her parents for help with this and that left only one person left: him.

His whole childhood could be summed up completely in one simple word: painful.

He was his sister's punching bag, plain and simple. Sometimes, Ben would be adamant in the thought that their mum and dad somehow knew that their daughter would become adept in the martial art and decided to have another child for Jen to use for training purposes. He couldn't remember the total number of bruises he accumulated over the years from those matches with his sister but though he was never able to grasp even the basic principles of taekwondo during their 'workout sessions', he had to grudgingly admit to himself; he could take a punch in a fight. More than a normal person, not that he had been in any fight outside of those with his sister.

As he passed through the gates he could overhear the other students gossiping about him when they think he couldn't hear them due to the earphones he wore.

"Hey look. It's that foreign student"

"…the one with the weird fashion style"

"Does he think he's too good for the school uniform?"

"At least he's not perverted like those two indecent perverts!"

Even with his earphones on and music playing in his ears, Ben could just hear their hushed comments but made no movement to indicate that he did indeed hear them. He simply didn't care what they thought about him. Thanks to his highly developed social awkwardness, Ben generally liked to keep to himself and stay out of trouble. He wasn't the most popular person in the school nor was he the least popular. He was completely average according to school society and he had no intention to change the status quo.

He had no trouble acknowledging that he was as weird as they made him out to be. He wasn't a member of any of the clubs that the academy had available, despite several conversations with his mother at home where she told him for the umpteenth time that he should be enjoying his youth while he still had it. He should be making new friends and having fun, not spending all his time locked up in his room. Ben would always make it a point to stop listening to her 'mothering' when she brought up the suggestion that this school be the perfect place to find a girlfriend and spend time with them.

What could she possibly be thinking?! Who would even consider going out with a socially awkward, weird outcast? He couldn't think of anyone who could be that desperate for a boyfriend. No. on this point, his mother was completely losing the plot and he refused to add fuel to that proverbial fire.

The last comment caught his attention though. Upon coming to Kuoh academy he had rather quickly discovered that the school had two male students by the names of Motohama and Matsuda, or as they're known by the entire female population of the school as the 'perverted duo'. When not in class, they seemed it their mission on Earth to sneak a peek at every single girl in the academy that they could in the hopes of catching a glimpse at their panties, a nip slip, or even full frontal nudity from girls who were involved in sports clubs at the academy. Those two were the perfect example of what the boys in town believed when they enrolled into the newly reclassified co-ed school; that they would be swamped by sex-starved girls who do anything to be with a guy, particularly guys like them.

While this was the case for the majority of the boys in Kuoh academy, it wasn't true for every boy who was a student here. Ben only had to look over at the sports field to see a large group of girls surrounding another student. He didn't need three guesses to know who it was. It was without a doubt the poster boy for Kuoh Academy, Yuuto Kiba. An example of what a popular kid looked like in school. Even Ben had to concede that Kiba was a good looking guy, certainly above average than the other male specimens in school. Though he did tend to egg it up a smidge in Ben's opinion. He was harmless though in regards to how he treated the fan girls who swamped him every single day so Ben didn't pay much mind to it and carried on through the school. He wasn't a fan of people who picked on or took advantage of others; regardless of who it might be.

When he finally reached his class, Ben took up his seat at the back of the class at the very back of the class which gave him time to himself. He liked to consider himself quite a smart person but wasn't so arrogant to say he was a genius of any kind. Certainly not; he'd been raised up better than that. He didn't want to flaunt his intelligence to others and appear snobbish because, if he knew anything about high school it's that you shouldn't unduly brag about your abilities and make yourself bigger than you actually are. He answered the questions that were asked of him by the teacher getting every one of them right. The last thing he wanted to do was make himself even more of an outcast than he normally was.

About six months before he and his family moved to Japan, he and his sister were drilled through an extensive language course by their mother. It did not help the two of them with the fact that their mother used to work as a translator for, as it happens, the exact same company that dad worked at too. It was because of this that they met up in the same branch that his mother was working at. Before she decided to quit her job to raise her children at home, a dream she had always had since she was around his age, she was a very distinguished translator and could speak ten languages fluently including Japanese, Mandarin, and German as well as others. She could even speak Latin to an extent that Ben believed to be irrelevant considering the rate of decline the language was following. The course they had to follow was harsh and their mother was an extremely strict teacher who didn't want her children to live in a country without being able to speak the language fluently. Despite his and his sister's many objections and criticisms to her militaristic-like training regime, the two of them managed to overcome the challenge and could now confidently say that they could speak Japanese as a second language.

As he relaxed into his seat, Ben glanced around the classroom to see that most of his classmates had already arrived and had gathered in their separate social circles where they were chatting quietly amongst themselves. Ben liked to just sit back, out of the way, and listen to the various conversations they would have amongst themselves.

"Hey! How have you been doing?"

"Fine. Thanks for asking."

"Did you hear, Aki? The Kuoh Knight struck again last night!"

"What? Really?"

"Yeah. Apparently he caught a group a pair of perverts trying to catch a look at the swimming club as they were getting changed. He caught them in the act, tied them up and put them in front of the changing room doors before alerting the girls in there that they being peeped on."

"Wow. It's so nice to know that there's someone out there willing to stop perverts like that. I wonder who it is."

"Me too. I want to thank him for what he does for all the girls here. It seems like not all the boys are perverts like that Matsuda and Motohama. Those two are creeps."

Ben turned towards the window and looked outside with his elbow on the table and resting his chin in the palm of his hand. What those girls were discussing got Ben thinking about the mysterious "Kuoh Knight".

It wasn't long after the school year started that something Ben had expected to happen, actually happened. It would be completely stupid for someone to assume that a school which, until recently, was composed exclusively of girls, would not have an issue regarding randy school boys grouping up and peeking at girls in the changing rooms. However, around a month ago, a student, male from what people had managed to piece, had taken it upon himself to put a stop to the numerous gangs of peeping toms and allow the girls that were being peeped on to enact their revenge on them.

It wasn't long before the results of this mysterious student's actions were evident throughout the school. It was only about two weeks after the "Knight's" appearance when over half of the peeping groups disbanded in fear of being found out by the 'vigilante'. This left only the more determined groups left to continue to satisfy their perverted pleasure in spying on girls in the hopes of catching a look of some skin.

"I think it's Kiba. At least I hope it is. He's seems like the one most likely to do such a thing."

Ben had to stifle a chuckle under his breath at that last comment. It would just be like Yuuto to do such a 'noble' thing to protect the honour of his fangirls.

A few hours later, after classes had finally finished for the day, Ben decided that, before heading home, he wanted to do what he has done on several occasions and explore the wooded area around the rear of the school. Shortly after attending the school, Ben was transfixed upon the beauty of the mini forest within the academy grounds and when he would go walking through it, he would sometimes just sit down at the base of a tree, turn off his music and just listen to the world move on. He found it very calming and would usually lose himself in there while he read a book he kept in his bag as the wind blew through the trees.

As he started to slowly make his way towards the back of the school, within a few short minutes he found himself passing the changing rooms for the kendo team. As he passed by the window where he could faintly hear the girls chatting away from their recent training session when he came to a sudden stop when he overheard some voices coming from the bushes beneath the window. Curious, he silently edged towards the bushes and peered through the large bush only to see Motohama and Matsuda, the perverted duo fighting to look through what looked like a hole in the wall.

Ben backed away from the bush which hid the Perverted Duo and sighed quietly to himself. When would those two ever learn? These two were the undisputed leaders of peeping in on female students and were the most determined, despite being caught by the knight on several occasions.

Ben looked around, only to see that there was nobody in sight. He cast a quick glance back at the bush before he moved on and continued down the path into the woods, quickly disappearing into the green undergrowth.

Meanwhile, back in the green bush, the Perverted Duo themselves were busy fighting amongst themselves over who would look through the hole next at the busty bombshells in the changing rooms. They had found this small hole a week ago and had been captivated by the glorious sight of naked girls in all their glory. So far they hadn't been caught by that "Kuoh Knight" bastard who had cracked down on the number of fellow brothers who sought out the divine glory of the boobilicious beauties that this school had to offer.

"Get out of the way you bastard!" Motohama whispered angrily as he shoved his brother-in-arms, Matsuda, out of the way so he could gaze through the hole.

"Will you fucking keep it down!" Matsuda hissed back in response.

"Yeah we don't want that Knight geezer to find us do we?"

"You got that right," Motohama and Matsuda both grumbled under their breath. They were silent for about a second before they shot a glance at each other in confusion.

"Why did you answer? You just asked me that, didn't you?" Motohama asked, narrowing his eyes at his partner-in-crime.

"No. That was you, wasn't it?" Matsuda replied assuredly.

"Well if it wasn't me…and it wasn't you…" Motohama began, "Who was it?"

"That would be me," a new, deeper voice said behind the two perverts in a calm manner.

The two peeping toms spun around to look at the bush they were hiding in…and came face to face with someone they were all too familiar with…much to their dismay.

It was the Kuoh Knight himself!

He was staring right at them through the bushes though they could only see his eyes and mouth as he wore a black balaclava over his face to hide his identity from those he caught.

"Why hello there Motohama…Matsuda," the Kuoh Knight said in a quiet but dangerous voice while the two students in question were shaking and holding each other for comfort. "What are you two doing here? I wouldn't think you would be stupid enough to keep on spying on young women, especially after the last time I caught you peeping. I guess I wrong." He stood up and cracked his knuckles and neck in anticipation for what was coming next.

"Well, you both know what's going to happen now, don't you?" Before either Motohama or Matsuda say anything in response, the Knight placed his hand on their heads before sharply bashing their heads together, rendering them both unconscious so the Knight could carry out his personal crusade, dragging the two peepers along the ground behind him towards the Kendo club.

. . . . .

Ben laughed to himself as he suddenly heard a shriek of pain from behind him, in the direction of the Kendo club.

"It looks like the Kuoh Knight has struck again," Ben said with a smirk on his face as he proceeded through the path through the wood, enjoying the scenery it offered. He continued along the path for a few more peaceful minutes before he realised he must have taken a wrong turn somewhere as he was now walking through parts of the wood he had never been in before. Instead of deciding to head back and find the spot in which he normally sat, Ben found himself curious as to where this new path lead and pushed on.

It wasn't much longer before he came across a clearing on his path and emerged from the bushes to see that he had stumbled across a large, old-looking building. At Ben's best guess, he would say that it had to be at least one hundred years old if not more.

It took Ben a few seconds to realise that this must be the clubroom of the illusive Occult Research Club. He had managed to piece together by listening in on the various conversations he overheard around the academy. It was the only way he could actually get any information about the secretive club as there wasn't public information about the club anywhere in the school.

The only thing he was certain of concerning the ORC was that it had only four members, and those four just happened to be considered the most popular students as well as the most adored and desired students in the entire school. The only male member of the club was pretty boy Yuuto Kiba himself, though not to Ben's great surprise. The youngest member of the club was a first year who went by the name of Koneko Toujou who was considered by the entire student body as the school mascot, though from what Ben had been able to put together, this wasn't something they had discussed with Koneko herself.

And last but certainly not least, if the student body had anything to say about it, the president and vice-president of the club themselves. The only thing he knew with absolute certainty was that they were both third years, one up from him and known throughout the entire school as the 'Great Ladies' of Kuoh academy, they were Akeno Himejima and Rias Gremory. He had never seen them throughout the school despite keeping an eye out for them but he had heard tales of their beauty. No one else in the academy came close to the beauty those two possessed according to what his more vocal classmates spoke about.

Even though he had no clue as to what they looked like, he couldn't even be sure that the other students were telling the truth but he couldn't help but imagine, in his imagination, what they looked, each image becoming and more unrealistic.

Hey. He may be a socially awkward outcast, but he was still a bloke with a healthy appreciation for beauty. There wasn't anything wrong with that.

Ben cast one last glance up at the large building before him when he suddenly remembered the reason he had come into the wood to begin with. He looked around his surroundings and found a lone tree which was right in the path of warm sunlight and knew it would be a perfect spot to relax with his book and listen to his music.

He perched himself down in the luscious green grass and leaned his back against the warm tree behind him, sighing as the warmth hit him. He placed his schoolbag by his side and pulled out the book he had been making his way through the past week. He had read it about ten times in the last year but it was one of his favourites and, every now and then, he would pick it up from his bookshelf and start reading it again. He pulled out his phone from his pocket, unwrapped the earphones which he had wrapped around it, placed them in his ears, and started playing his favourite album on his phone; Queen's _platinum collection._ He loved all the songs on it, but his hands-down absolute favourite had to be _Bohemian Rhapsody._ It was the first song he learnt all the words to and when he was listening to it, he would start singing it in a low voice, often without consciously realizing he was doing it.

An hour passed by extremely quickly as Ben was lost in his book, his music playing in his head on repeat. He had just finished the latest chapter in his book and was about to move onto the next one when he suddenly felt…something.

As if someone was watching him.

He glanced up and looked left and right in the bushes and trees around him but couldn't see anyone there. Shrugging slightly, Ben made to return to his book but after only reading a few words into the next chapter when he noted that the feeling hadn't gone away, his eyes glanced up and looked all around him but still there wasn't anyone there.

He turned his head in a slow, methodical arc around himself to search for the person watching him. As his eyes reached the quiet building, his peripheral vision suddenly caught sight of movement at the very edge of his vision and looked up at the window where the movement had originated from and froze in place, like a deer in headlights.

Up on the second floor, a window had been opened up widely and standing in the open window was the most beautiful woman Ben had ever seen before in his life. His heart skipped a beat at the sight of her.

She had a figure which could drive men and women alike crazy with desire. She was taller than most girls in the school with pale skin that sent a shiver up his spine and had probably the biggest bust size he had ever seen in his life, with his own eyes that is, and not from TV and the internet. He subconsciously gulped when his eyes met with hers. They were the bluest eyes he had ever seen in a person and found himself almost hypnotised by the exotic captivating orbs before him. A breeze suddenly blew through the wood and blew up into the window and sent the mysterious woman's hair swirling around her body from the gentle breath of wind.

His eyes tore away from hers and widened like saucers when he saw her hair which cascaded down her till it came to a stop just above her thighs, or to be more exact, the colour of her hair.

Red. Crimson red hair. It didn't take more than a second to recognise it as the same colour hair as the hair he saw in his dream last night. There was no mistaking it. He had never seen anyone else in this entire town who had hair like that. This couldn't be a coincidence and that made Ben shudder unconsciously as he remembered the fact that he was dying in that dream of his.

What did this woman have to do with what he saw in his dream? Was she somehow responsible for it?

Ben released a 'Pfffffftt' from his lips as he suddenly realised what he was saying. It was just a dream! It wasn't real. He would have to start questioning his own sanity if he started believing that dreams could tell the future. They were just figments of his own imagination.

Ben shook his head, bringing him back to the present when he noticed the exotic woman gesturing to her ears whilst never taking her eyes off him. He squinted his eyes as he tried to understand what she was trying to say or rather mime to him.

His eyes widened as he suddenly realised exactly what she was trying to say. _She was trying to say something to him_ but his earphones made it impossible for him to hear her. He quickly tore out the earphones from his ears and stood up sharply, taking a few steps closer towards the building as he found himself once again lost in her ocean-blue eyes, transfixed by their beauty.

"Sorry!" Ben said in a quick apology.

The young woman waved his apology off with a small wave of her hand and rested on the window sill as she leaned out of the window to look down at him with a neutral expression on her face.

"It's fine," she said calmly. "I was just wondering what you are doing here. This part of the academy belongs to the Occult Research Club. Can I help you at all?"

She said all this in a tone that was neither condescending nor angry at his trespass though that was lost on Ben as he temporarily forgot that he was talking to the hottest woman he had ever met before in his life. When he realised this he suddenly realised his mistake.

"S-Sorry about that," he sputtered and held out his hands in a placating manner. He quickly backed away from the building. "I-I didn't realise this was private property. I'll just be going then," he said quickly as he put his book back in his bag hurriedly, picked up his bag and started backing away from the ORC building, into the wood. Just before he disappeared into the undergrowth he turned around to look up at the red-haired woman, cursing himself for, once again, getting lost in her eyes, and bowing apologetically.

"Sorry!" he called out before heading into the wood and homeward bound, never looking back.

 **Rias' P.O.V**

Rias Gremory continued to look out of the window as the strange boy began heading back into the wood at a quickened pace, as if he couldn't get away from there fast enough. She couldn't recall ever seeing him around the school though, when she noted the emerald green jacket he wore, she could vaguely recall a few months back when Sona was telling her about a troublesome student not adhering to the school's strict dress code.

She continued to watch the boy as he disappeared into the wood completely, though not before turning back and apologising to her again for being on club grounds without being a member. She felt the corner of her mouth turn upward in a small smile at his gentle demeanour despite him being the tallest student she had seen in the school.

With a last glance at where he was just standing, Rias turned away from the window, returning her attention to the chess game she was playing with her vice-president and close friend, Akeno Himejima. The young woman herself was leaning back into her chair drinking her tea gracefully.

Rias sat opposite Akeno and looked back at the chess board though she couldn't fully concentrate as that boy was still on her mind and she had no idea who he even was.

"Benjamin Tennyson," Akeno said, completely out of the blue as she put her cup down on the table and moved her black rook to take one of Rias' white pawns, taking its place on the board and putting the discarded pawn on the side of the board to join the rest of Rias' fallen pieces.

"I beg your pardon," Rias said in confusion as she moved her knight to take Akeno's last remaining bishop.

"That boy you were just talking to before he ran away," Akeno replied sweetly, smiling as she took her own turn, taking Rias' knight with a rook. "His name is Benjamin Tennyson, second year. His family moved here a few months ago and he was enrolled here at the start of the school year."

"Is that so?" Rias said absentmindedly as she moved one of pawns towards Akeno's king just before declaring checkmate, ending the game. Akeno sighed and acted extremely disappointed at the game's outcome, though everyone who knew about Rias and Akeno's friendship knew this was a complete farce. Akeno was fully aware of her president's capabilities when it came to playing chess and knew she was a long way from beating her just yet.

"So he's a foreigner?" Rias muttered as she leaned back in her seat, glancing out of the window she was talking to Ben out of before.

"Why the sudden interest?" Akeno asked innocently as she glanced across the table at her friend.

"No reason," Rias said as she stroked her chin, deep in thought. Ever since she arrived in the human world, she acknowledged the fact that she would be ogled by men on account of her body. She knew she was an extremely attractive woman by anyone's standards and whenever she was out in public, she could always feel the eyes of men around her staring all over her body, particularly on her breasts and ass. She had known something like this would happen and though she had to bear with it, nobody actually bothered her. This became the unofficial status quo with her and the rest of Kuoh.

However, that boy just now, Benjamin. Rias couldn't fail to notice that, during the conversation she had with him, despite it being such a short one, he didn't ogle or drool over her body like every other man in town. Instead, he stared right into her eyes and didn't take his gaze away from them. She couldn't remember any other boy who wasn't completely transfixed by her curvaceous body.

It wasn't just that though. She could also sense something else about him. She wasn't completely sure what it was but it was extremely powerful in nature and needed further investigation.

 _'He's truly a mystery. I think I'll send Koneko to tail him and learn more about him.'_ Rias thought to herself as she rose to her feet, making her way to the shower in the adjacent room, slowly stripping as she entered the shower and standing under the shower head as hot water cascaded down over her body.

Could he possibly be the one? Could this Benjamin Tennyson be the exact person she needed to solve her problem back at home. She couldn't risk passing up on the chance when it was presented to her in such a manner.

"No reason, just that he was outside gazing up at the building" Rias replied as she got up and slowly stripped in order to take a shower.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: I wish to make it known to everyone hopefully reading this that I plan to make each chapter longer than this one.**

 **Before I end, I would like to also say right here and now that you should expect any and ALL characters I bring in from the Ben 10 cartoon to be OOC (Out Of Character) so please don't be disappointed if your favourite characters aren't how you thought they'd be. I plan to include them, as well as their backstories, how I believe they fit best in my story.**

 **I look forward to your reviews and opinions. The best way for any author to improve is by feedback of any kind, preferably positive feedback and not just criticisms.**


	2. A date to remember

Ben quickly left the wood and school grounds without looking back and it wasn't until he was halfway home before he came to a stop on a bridge which overlooked one of the three rivers which flowed through Kuoh.

Why did he have so much trouble talking to hot girls? Ben had no idea who that girl was from before but if he had to guess, he would have to assume that it was either the vice-president or the president herself as the only other female members after them was the first year, Koneko.

"Who was she?" he asked himself as he leaned against the side of the bridge, looking down into the flowing river as he recalled his encounter with the crimson bombshell. "And how could I have seen her in a dream without knowing what she looks like beforehand?"

Ben brought his hands up to his face and slapped his cheeks, bringing himself back to the world of reality. "Pull yourself together Tennyson" he muttered, chastising himself for dwelling on stupid dreams as if they were real, "It was only a dream. Why are you freaking out over a stupid dream?"

He must really be losing his mind if he was starting to wonder if his dreams were trying to tell him something. He looked up at the orange sky as the sun began to set on yet another day.

"Umm…excuse me, you're Benjamin Tennyson right?" a meek voice asked from behind him.

Ben was suddenly brought out of his trance and back down to Earth at the sudden sound of what he could only describe as really cute voice. He turned around to see a girl standing before him wearing a pink jacket over what he could vaguely make out as a school tennis club getup which wasn't from Kuoh academy.

 _'I wonder what school she comes from,'_ Ben thought as he struggled to recall any other schools in the area. Perhaps she came from another school on the other side of Kuoh that he wasn't aware of. After all, he wasn't completely familiar with the whole town yet. He looked down at her to see that she had short black hair that stopped just above her shoulders, and hazelnut brown eyes. She was looking very nervous and embarrassed at the same time. He had never seen her before and wondered what exactly she wanted to speak to him about. He didn't exactly have any friends to talk to or anybody else for that matter outside of his family.

"Yeah, that's me," Ben said kindly to her. "Though you can just call me Ben if you want. Is there something I can do for you?"

The cute girl (even he found it hard to deny) was acting really nervous, looking at her feet with her hands behind her back. It was obvious to Ben that she was trying to tell him something but kept losing her confidence, shuffling on her feet simply stuttering. Despite his extreme awkwardness when confronted with women, Ben had to admit to himself that it was really cute the way she was acting.

"M-M-My name is Julie Yamamoto and I-I was just wondering if you were seeing anyone?" she stuttered cutely as she raised her head to look directly at Ben with a determined expression on her face.

The question was so unexpected that Ben didn't respond initially. He just stood there and, while his face appeared calm and controlled, his mind was a torrent of confusion, shock, and apprehension. ' _Is she asking me out on a date?'_ he thought with shock. _'Like an actual date?! No she couldn't possibly be.'_

Ben would have continued to think about and dissect what Julie had just said when he realised she was staring at him, waiting for his answer. She looked so nervous. It probably took her a while to pluck up the courage to approach him and ask her question and here he was, standing in front of her and staring at her blankly. He coughed in the back of his throat replied simply with, "No. I'm not currently seeing anyone at the moment." What else could he say? His mind had gone blank and he couldn't think straight.

"I-I-In that case I was wondering if…if you would like to go out with me." She practically squeaked this and Ben couldn't help but blush slightly at the high level of cuteness she was showing.

 _'She is! She's actually asking me out on a date!'_ Ben thought with great surprise as he stared at Julie, his eyes widening slightly. _'But why? I'm the weird outcast. Why would someone like her want to go out with someone like me?'_

"I-It's just I've watched you passing by here for a while, and you seem…gentle, and your very handsome." Ben blushed slightly at the compliment. He had never been called handsome before except by his mother and that didn't exactly count in anyone's opinion. "I don't know you very well, but I would very much like to!" Julie continued.

Ben was about to apologise to Julie and reject her invitation as kindly as he could. She wouldn't want to go out with someone like him, she could do so much better than him. However, just as he was about to say this, he cast his sight down to look at her and could see her shaking slightly though she didn't tear her gaze away from him, obviously for fear of losing her courage and messing up what was clearly a really difficult thing for her to do and he couldn't really blame her. Standing at just over 6ft, he was easily the tallest person in the entire school, almost by a clear foot or more in some cases. Julie must only be just over 5ft herself. Talking to someone like him would be extremely intimidating, even in a normal conversation.

"The thing is…" she began but seemed to falter and catch herself before she said anything wrong. After a second or two to compose herself, she looked up at Ben with renewed determination on her face. "I would like for you to be my boyfriend!"

Ben placed his hand on his chest in shock. "You're seriously talking about me, right?" he asked her sincerely. "You're not just using me as practice for asking someone else out, which I would understand completely."

Julie appeared shocked by his suggestion and shook her head vigorously. "No, no. I really mean it. I want to be your girlfriend. I want to get to know you better.

He couldn't bring himself to reject her when it obviously meant so much to her. It wasn't as though he didn't like her. Not at all. It was just that he agreed with everyone else in school when they called him weird. It was why he kept to himself, so that he wouldn't make people uncomfortable.

"In that case, I don't have any issue with that. I would be glad to go out with you," Ben said in a calm manner though the same couldn't be said for his head which had basically turned into a complete shitstorm over what had just happened.

 _He had a girlfriend!_

 _Weird old him had been asked out by a girl! A real-life girl. How could something like this happen to him. He always thought he wouldn't be in a relationship with anyone until he had gone to university._

Upon hearing his answer, Julie's face appeared to brighten up immensely and her bright smile returned, even wider than before.

"Oh that's wonderful! I'm so glad," Julie exclaimed as she beamed at him, delighted. "Shall we meet up at…?"

The conversation suddenly moved on to organising their first date which they both agreed to be happen over the upcoming weekend on Sunday. They agreed to that the meeting point for their date would be in the plaza in front of the bus station. Once they had decided on the details on the where and when of their date, Julie bid him farewell though not before wishing him a goodnight and running back along the bridge where Ben had just come from, stopping at the end of the road, turning back to Ben and giving him one last bright smile which sent goose bumps all over Ben's body. "I really am happy you're my boyfriend. See you on Sunday Ben!" With that, Julie quickly disappeared around the corner and out of sight.

Ben stood still even after Julie had left, rooted to the spot though with a small smile on his face which he couldn't help. Somehow he, with his many various flaws and issues, had been asked out by a girl, a cute one at that, on a genuine date.

It took Ben a few more minutes to realise he still hadn't moved from where he was standing. Once he realised this, Ben shook his head out of his stupor and made his way home, though this time with an extra spring in his steps.

What Ben had failed to notice as he made his way across the bridge, back home, was the small white-haired girl wearing a Kuoh academy uniform who suddenly emerged from a dark alleyway beside the road he was heading down. Though she kept herself out of sight from them, she had heard the entire conversation and wasn't happy with what she heard if her body language revealed anything.

She looked down the road where her target for observation had disappeared down and released a short 'hmmm' from her throat. "I need to report this to Rias. She's not going to like this though," she muttered under her breath to no one in particular just before a crimson red circle surrounded by intricate patterns and symbols appeared beneath her feet and, in a flash of light, disappeared into thin air.

When she was gone and there was no one else around, a sudden ice-cold breeze rose up, seemingly out of nowhere, and the long shadows, created by the fading light, suddenly began to shimmer and move. Suddenly the shadows separated from the real shadows and shot across the floor until they met up, forming a single, rapidly growing ball of shadows. When the ball had finished growing something rose out of the dark circle. It didn't have a physical body and was more ethereal than corporeal. If someone were to stumble across it, they would only be able to describe it as similar to a cloud of smoke though it defied the laws of physics and acted of its own accord.

Just like the snow-haired girl before, the shadowy wisp floated just above the ground and stared down the road in which Ben had disappeared down too. Though he couldn't speak, the dark figure was still somewhat sentient and knew that its master would want to hear about this. With another blast of cold air along the road, the figure suddenly vanished in a wisp of smoke leaving no trace of its existence behind.

Just like it was created for.

. . . . .

Sunday

The big day had finally arrived and Ben was making his way to the agreed upon meeting place for the date to start in front of the bus station and he was still wondering if he was still daydreaming about his meeting with Julie. The sun was hanging high in the sky and there wasn't a cloud in sight. That would certainly had been seen as a good sign for anyone else who was going on a date today but not for Ben. No siree. Instead of considering himself lucky, Ben was still a nervous wreck about the date itself. To say he was nervous would be about the biggest understatement in the last century. He had spent the entirety of yesterday nearly losing his mind. He had no idea what someone was supposed to on a date. He'd never been on one in his life. The only people he could approach for advice on this subject were his family and he wouldn't ever do that until the day he decided he wanted to literally die of embarrassment. What do you say to each other on a date? And worst of all; What if she doesn't actually turn up?

He was so involved in his internal battle between depression of Julie not actually turning up and, at the same exact time, absolutely shitting himself that she does turn up that he almost completely knocked over a woman who was walking the other way from where he was going. He collided into her, almost sending her to the floor. She was only prevented from doing so when Ben took hold of her arm and held her up.

"I'm so sorry!" Ben apologised feverously at the young woman as he bowed his head in embarrassment at almost sending her to the floor through his lack of attention. "I wasn't looking where I was going."

The young woman brushed herself down before looking back up at Ben with a beaming smile on her face. "It's quite alright. Nothing broken, see," she replied cheerfully giving a quick twirl to show Ben she wasn't hurt. As Ben released his pent up breath, glad that he hadn't hurt her, she held out what looked like a flier for him to take, which he did.

"Here take this this. Have a nice day," she said sweetly before turning around and heading off, handing out more fliers to random people as she passed them.

Ben looked down at the flier she had given and examined it at a glance. For first glances, it seemed like a pretty plain flier except for the artistically drawn and decorated circle in the centre of the flier which was filled with various patterns inside it. The flier also had writing on it when Ben looked at it closer.

 _We grant your wish_

 _'Well that's not cryptic is it?'_ Ben thought as he pocketed the flier. He would throw it away when he got home after the date. He knew a scam when he saw one. He'd been brought up by his parents to be acutely aware for all kinds of frauds, charlatans, and scams. He wasn't about to fall for such an obvious scam like this.

"Hi Ben," a voice called out from behind him.

Ben turned around to see Julie approaching him and became frozen as he looked at her. She was wearing a simple, but very flattering blue skirt which came down to just above her knees, and a white blouse which a simple pale pink jacket over the top, completing her look. Ben had only one thought which popped into his head as she approached him with that bright smile on her face; cute.

"Hey. You made it then," Ben said in as calm a manner as he could while, inside, he was struggling not to do anything to make a fool of himself in front of her. That statement was the very least problematic sentence he could piece together without making a mistake.

"Yeah, sorry if I kept you waiting," Julie apologised, bowing her head to add clarity over how sorry she was.

"Nah. I'm just glad you actually turned up." Ben was more than impressed with himself with being able to keep his voice under control as he said that.

"Of course I did. I wouldn't miss this for the world!" Julie exclaimed a bit too eagerly. Her cheeks reddened bright red as she realised this and, in an attempt to draw attention away from her too eager response. slipped her arm through his and held it tight against her, causing him to blush bright red from the close contact. "Where to first then?"

. . . . .

Ben had to admit to himself. Despite his _many doubts_ about the date would go, he was surprised to admit to himself that he was having a lot of fun of this date. He had absolutely no idea what to expect for a first date but he had to admit to himself that it wasn't half bad. He would even go as far to say that he was actually having fun.

They had started off their date with Julie deciding to give Ben a short tour around town when he admitted to her that he had never taken it upon himself to explore the town further than the route he took from home to school. The two of them spent a good few hours simply enjoying each other's company as they explored downtown Kuoh together.

Around midday the two of them decided to find a place to have lunch. They found and stopped at a local café and Ben was more than delighted when he discovered that they served two particular foods that he had taken a liking to from his time in America; smoothies and chilli fries. He never thought. When they were living in America, he was introduced to both of these by his grandpa and cousin during a summer vacation when he was fourteen years old and was taken across the states by his grandpa in his RV. It was on this road trip that he was introduced to smoothies and chilli fries and was instantly hooked on them. After his relatives, those were the things he missed the most about being in the states.

Julie seemed apprehensive when he pushed a plate of chilli fries in front of her but, upon finding a sudden surge of confidence, pushed her on trying at least a bite. Julie eventually conceded and tried some. Unfortunately, Julie didn't find them to be as tasty as he found them, much to Ben's dismay (though he didn't want to say anything to ruin the date) and so Julie decided to stick with an ice cream sundae for dessert while Ben stuck to his chilli fries and smoothie. Despite their differences in taste, the two of them had a very good time in the café and were smiling all the way through it.

As the day started to come to an end, the two of them eventually found themselves in the park. The sky had turned burnt orange as dusk fully set in with darkness following in quick pursuit. Julie held onto Ben's arm with one arm and held a small animal plushie close to her chest. Ben had gotten it for her when they stopped off at the arcade earlier in the day where Ben had decided to push himself and try to impress her by telling her how he would win one for her, any plushie she wanted. When she chose one she wanted, it took Ben around ten attempts, much to his embarrassment, before he finally won the toy though the smile on Julie's face when he did eventually win it made the whole embarrassing scenario worth it.

Julie brought him out of his thinking when she suddenly pulled on his arm, bringing him to a stop when they reached the front of the park fountain. She moved ahead of him until she was standing a few feet away from him and came to a stop directly in front of him and looked up into his eyes.

"I had a wonderful day today. Thank you Ben," she said with a bright smile of her face.

Ben smiled at her joyful expression. "No problem," he said sheepishly as he ran his hand through his hair in embarrassment. "I had a lot of fun today too. It went better than I thought it would," Ben admitted truthfully. Though he had no prior experience with dates, he had a lot of fun today with Julie.

"Can I ask you a question?" Julie asked as she leaned towards him, never taking her eyes off of him. "To honour our first date, I would like to ask you to do something for me," she said as she moved closer to him.

"Sure. What is it?" Ben replied. Trying to act calm and collected but was seriously losing his shit in his head. What does she want me to do?! Kiss her?! What if I mess it up?! Would it be possible for me to have another opportunity ruin this date?

Julie edged closer and closer until her lips were right next to his ear. Unbeknownst to him, a dark smile formed on her face and her entire demeanour changed.

 _"_ Would you die for me?" she asked, the smile on her face growing wider.

Time seemed to come to a complete standstill. When he recalled that moment years later, Ben was almost certain that the wind came to a complete stop. It was so quiet. Only the noise from the fountain prevented complete silence.

 _'Did she say what I thought she said? Nah, must have something in my ears'_ Ben thought to himself.

Ben chuckled nervously to hide his discomfort at the sudden change in atmosphere. "Sorry, could you say that again? I don't think I heard you clearly." He chuckled again in an attempt to try and break the tension. That all changed when he looked into her eyes and felt an ice-cold shiver run up his spine.

The eyes that he was looking into showed him something he had never seen before in another human being before. They were the eyes of a hunter, a merciless and vicious hunter who had cornered her oblivious prey and was about to move for the in for the final kill. The smile on her face had turned sinister without him noticing, revealing to him someone who certainly wasn't the sweet girl he was talking to, not even five minutes ago. Now it was a maniacal smile that offered no comfort or showed any sort of compassion.

"I said," Julie replied, her voice also changing, losing all the warmth that was in it before. "Would you die for me?" Ben could practically hear the venomous tone in her voice. Not only had that, but her voice suddenly changed into that of a woman who was years older than the girl standing in front of him now.

Ben didn't know how he knew but he could tell that Julie was being deadly serious. The person he was talking to right now was, in fact, the real 'Julie Yamamoto' or whatever her name really was. Ben suddenly felt fear, pure unadulterated fear, coursing through his entire body. _'She's serious! She's really going to kill me!'_ Ben thought with dread and tried to move his legs, but couldn't, no matter how much he tried to. They wouldn't move an inch! He was rooted in place, paralyzed through sheer terror at what was happening in front of him.

Julie, or whoever she really was, rose into the air and was completely engulfed by a bright light that nearly blinded Ben, making him cover his eyes with his arm. When the light dimmed down enough, Ben lowered his arm to see "Julie's" clothing completely disintegrate around her, leaving her completely naked. If this were any other situation, Ben would be blushing at the sight of the first naked woman floating in front of him. If he wasn't shitting himself terrified, Ben would be noting how she had a very curvaceous body with very large breasts. Even as he watched her, she was suddenly clad in extremely provocative clothing which appeared out of nowhere, barely covering her body at all. She looked older now, a woman in her mid to late twenties but the thing that really got him was the pair of black feathered wings which had sprouted from behind her. Yes, actual wings on her back! The light disappeared to reveal her levitating off the ground in front of him with her wings spread out behind her.

She held her arms up and what looked like a spear, seemingly to be composed entirely out of light, suddenly manifested itself in her hands. She looked down on Ben with that insane smile of hers never leaving her face, and those eyes; they held no warmth in them. Her entire stance had changed from the sweet girl Ben was with earlier into one that emanated pure evil, and Ben could tell that she was going to take obvious delight in what she was about to do to him.

"I must admit, I did have a nice day today," she sneered as she held the Light spear above her head. "Considering how naive and cowardly you are; it could have been worse."

She aimed the spear at Ben and threw it with all her might right at him. It struck him clean through his stomach and erupted partway out of his back, just missing his spine, but remained lodged within him. Ben fell to his knees and coughed up a lot of blood. He reached out to grasp the spear lodged inside him with his hands but, just before he touched it, it disappeared, leaving a gaping hole in his stomach. Coughing up even more blood, he looked up at her only to see that she showed absolutely no remorse for what she had just done. On the contrary, it looked like she took immense pleasure from it.

"I really am sorry," she said with false sweetness as Ben could tell that she held absolutely no sincerity in her words at all. "You were just too dangerous to be allowed to live. If you feel the need to blame anyone for this blame Him. After all, _He_ gave you the Sacred Gear."

 _'Sacred Gear? What is she talking about?'_ Ben thought as he coughed up another large amount of blood and fell down onto all fours.

"It's been fun, and thanks for the little gift. It's delightful," she sneered as she held out the plushie to him with a sneer on his face. With that, she unfurled her wings to their fullest extent and flew off into the night sky, leaving Ben completely on his eyes to die.

Ben collected all of his remaining strength together and, with a cry of immense pain, slowly and not without great difficulty, rose to his feet and tried walking away from where he had just been stabbed. He started making his way back down the path he had just come from.

"Oh God!" he cried through gritted teeth as blood started trickling down his cheek and chin. "This really *cough* fucking hurts!"

Ben was only able to take around ten steps before he threw up yet another glob of blood before falling to his knees for a second time, and then onto his back with a dull *THUD*. He looked down at the large hole in his chest and could tell instinctively that he was as good as dead. He was already starting to get light headed and his vision was starting to fade.

 _'Oh man, this was my favourite jacket!'_ Ben thought weakly, unable to think clearly or hold his own head up anymore which hit the ground, leaving Ben simply staring up at the night sky. He weakly raised his left hand in front of his face and saw it covered in his blood.

 _'Red. The same colour as her hair. Darker than any red hair I'd ever seen. Just like the blood running down my hand.'_

Now he knew he was losing it. Here he was, slowly dying from blood loss from a gaping hole in his stomach and here he was, thinking of that girl again. Why her of all people? Why not his parents who would shortly be losing their son?

"I don't want to die," Ben wheezed weakly, slowly blacking out as his breathing grew even more shallow.

Suddenly a bright light could be seen out of the corner of his narrowing vision, revealing…

Her! It was her again! What the hell was she doing here? The girl he was just thinking about strode into his rapidly darkening sight. He couldn't make out her face clearly but he could vaguely remember her from that day he saw her in the window of the Occult Research Club and couldn't possibly fail to notice her long deep red hair which cascaded down to her waist.

Ben could suddenly hear a faint voice in his head. He was drifting away quickly at this point and couldn't quite hear her clearly. Was it her? Yes! If he concentrated with his last remaining strength, he could tell that it was her voice, calling out to him.

"Not today! I will not let you die today Benjamin. You shall now live for me," she said as his vision turned dark.

This was the last thing Ben registered before he died in an expanding pool of his own blood. Killed by a Fallen Angel.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: I just couldn't pass up the opportunity to use Julie as Raynare's cover for killing Ben. She has such a good name for this story and the fact that she was actually Ben's girlfriend in the actual cartoon was too much of a coincidence for me to avoid.**

 **On another note; I've read so many fanfics where the main character wants to save Raynare because she is a confused person who wants to impress Azazel. I'm not saying it's a rubbish approach, but I want to do something different from them. I wanted Raynare to be seen as the twisted and power hungry Fallen Angel she makes herself out to be in the anime.**


	3. Welcome to the ORC

**A/N: Hello again guys and girls. First of all, I would like to say how happy I am that so many people have been reading my story. I honestly thought I would have to release at least another two chapters before I got this much attention.**

 **I would also like to thank everyone who reviewed my story. As I said before, the only way for me to see what you guys think of my story is to let me know through reviews or PMs. I appreciate all of you who took the time to do this and hope more will do the same in the future.**

 **. . . . .**

 **On another note, I have been contacted through PM by several people who are curious as to my plans with the beasts that Ben will be able to become later on. I think it's time for me to explain it in a bit more detail to everyone:**

 **Instead of aliens, like in the cartoon, the initial beings that Ben will change into in this story will actually be demons which live in the Underworld. They live in the multitude of different habitats in the wasteland that is unoccupied by the Devils and Fallen Angels.**

 **Unlike in the cartoon, Ben won't be limited by time with how long he can stay in its form. I decided that I'll make it more DxD by making it dependent on Ben's strength. Each demon will require different levels of strength dependent on the power they wield (E.g. turning into Heatblast will be a lot easier than turning into a form like Humongosaur, which has a lot more power, until Ben has built his strength up).**

 **I'm also planning to alter the appearance of each alien slightly to make them seem more natural. It seems weird to me that demons living in the Underworld would have armour or other unnatural clothing so I will try my best to adapt them to my story.**

 **So that's the way I'm heading to with my story. If anyone has questions or suggestions, please leave a review or PM me.**

 **Anyway, back to the story.**

 **(*Insert bog-standard disclaimer here*)**

 **As usual, I don't own either of these works, no matter how much I wish I did!**

 **. . . . . . . . . . . . . . . . . . . .**

[BEEP, BEEP, BEEP, BEEP BEEP…]

Ben woke up weary-eyed and reached over to turn off his alarm as he rubbed his sleepy eyes with his free hand.

"What was I reading last night?" he moaned as he sat up with a groan. It wasn't the first time he had fallen asleep whilst reading a book, but when he looked around himself, he couldn't find any book near him.

So what was that dream all about then?

' _It felt so real,'_ he thought as he absentmindedly reached down to touch the area where the hole in his chest had been made…well, in his dream anyway. He examined his chest, only to see that there wasn't anything there at all, just as he expected. His chest had absolutely no marks on it at all. It was only a dream after all.

He looked around his room but saw nothing out of the ordinary. Well, why would he? He grudgingly got out of his bed and proceeded with his normal everyday routine before he went to school, still thinking about yesterday and his vivid dream.

As he headed downstairs, Ben saw that his mother was tidying up after his dad who had already left for work. His job, which Ben understood could be extremely stressful even at the best of times, required him to sometimes stay late at work, meaning that it wasn't always clear what time he would come back home after his day at work each night. Usually he would be able to get back home by early evening, though, on those particular nights, he wouldn't be able to leave work until extremely late hours late at night, maybe not even until early morning. Ben had to count himself lucky that his dad didn't have to leave on business trips for long periods of time, leaving just him and mum in the house on their own.

Upon entering the kitchen, his mother looked up and smiled at him. "Hello sweetie," she said kindly, already pouring a cup of tea for him and herself and sitting down at the table where two plates of buttered toast were already waiting.

"Morning Mum," Ben groaned in response as he sat down, still too tired, though the cup of tea was helping immensely.

"Are you alright, dear?" she asked with a hint of concern in her voice as she spotted the familiar look in her son which she knew all too well meant that he had had a troublesome night's sleep.

"It's nothing mum." Ben recognised that his mum was going into full 'motherly investigation' mode and didn't have any intention to let himself be caught out by her…again. "It's just a bad dream I had last night, that's all. You don't need to worry so much."

"I know, I know," his mother replied, already expecting that answer from her son. Every time she worried about her son and tried to find out what was wrong with him, he would always stop her. It was precisely why she so wanted him to find a girlfriend, or even some friends for that matter. "You just never let me know what's going on with you anymore."

"It's nothing, mum," Ben replied with slight exasperation. He loved his mum so much but she could really be annoying sometimes when she was trying to pry into his life like she was currently doing. "I'm fine. Really, mum," he stated firmly, staring at his mother with a comforting expression on his face. He looked up at the clock to see that he'd better make a start for school before he's late.

He stood up and made his way to the door. "I've got to go now, mum. See you later."

"I do wish you'd find yourself a girlfriend, Ben," she called out just before he left the kitchen. "I was hoping that that was the reason you went out yesterday, because you'd found yourself a nice girlfriend at last."

Ben chuckled from the hallway and his head popped back around the door frame. "Ha! Good one, mum. That'll be the day. Tell you what, mum; if I ever do get a girlfriend then you'll be the first to know." With that said, Ben disappeared from the door frame and left the house, making his way to school before she could respond.

. . . . .

That strange dream that Ben had last night was still on his mind, even during lunch at school. He sat in his chair in the back of class and stared out of the window. _Why can't I get that dream out of my head?_ He kept wondering to himself. He'd had bad dreams before; who hadn't, right. However, unlike any previous bad dream he'd had before, he couldn't get it out of his mind. It just felt too real.

After a certain point, Ben just couldn't take it anymore and decided to walk around for a bit to clear his head. After a while, he found himself standing in the eastern corridor staircase when he finally decided to come to a stop and leaned against the bannister in front of the window. He groaned and rubbed his temples to stifle the splitting headache he felt coming on for some reason.

"What the hell is going on with me?" Ben groaned as the headache slowly grew worse for some reason. _Was he losing his mind or something?_

"First off, I have a dream about being murdered by some psychopathic girl I went on a date with," Ben muttered under his breath, "And then I start having migraines for no apparent reason."

' _Is there something going on here?'_ he thought to himself. _'Am I missing something here?'_

"Maybe it's the universe warning me against getting a girlfriend," he chuckled. "It certainly could have been expressed better than me being murdered by her."

Ben was suddenly brought out of his thoughts by the sudden, though familiar, sensation that he was being watched. He glanced over his left shoulder and down the stairs but couldn't see anyone there. A chorus of murmured mutterings could be heard on the upper floor and when he looked up the stairs to see the source and felt his breath catch in his throat.

It was her, yet again! Why was she there? Was she stalking him or something?!

It was the red haired girl from the ORC building, staring down at him from the top of the stairs with crowds of adoring students behind her, looking at her with nothing short of sheer admiration.

"It's Rias Gremory!"

"Oh wow, she's so beautiful."

"So awesome."

So this was Rias Gremory, the president of the ORC herself. Well at least he had a name to go with her alluring face.

Once again, Ben found himself lost in her eyes. Now that he could see her in full and standing before him, Ben could understand why she had been given the title of one of Kuoh academy's "Two Great Ladies". She was extremely beautiful and her crimson hair only highlighted her beauty as a whole as it hugged her body, emphasising her curves just right. As he looked as her, he couldn't help but wonder what the other "Great Lady", Akeno Himejima looked like in comparison, but he quickly shook that thought out of his head. Now wasn't the time to start thinking about that.

He couldn't fail to notice that she too was looking right into his eyes with a small smile on her lips which sent a shiver up his spine, though not an unpleasant one which surprised him somewhat. Even as he stared at her, his eyes finding it almost impossible to take his eyes off of her, she began to walk down the stairs towards him. She passed by him without saying a word to him but Ben was certain that he saw her smile grow as she passed him by.

' _Could she be involved somehow? No, that would be stupid,'_ Ben thought as he continued to look down the stairs where Rias had just gone down even after she disappeared around the corner a few seconds later.

' _What's going on?'_

. . . . .

At the end of the day, Ben was walking back down the road towards home until he was forced to sit down on a bench after his headache became too much and he had to stop and rest to wait for it to pass.

"Bloody hell!" Ben cursed as he closed his eyes and rested his head in his hands. "What the heck is wrong with me?" He pinched the bridge of his nose as a surge of pain shot through his forehead and when he removed his hand and opened his eyes, blinking them a few times, he couldn't believe what he was seeing. He had been sat on the bench for some time now and the sky had become a lot darker now but when he looked up, he was shocked to see that he could see through the darkness as clearly as though it was still daylight.

"What the…," he started and looked down at the clock on his phone, only to see that it was indeed as late as he thought it was.

So what the hell was going on? Why could he suddenly see through the darkness as though he wore night vision goggles? He blinked a few more times but his vision didn't change.

"Hey babe. How you doing?"

"Fine honey. Where have you been? I've been waiting here for ages."

Ben jumped slightly at the sudden voices he could hear and looked all around himself…only to see that there wasn't anybody near him. _'Weird,'_ he thought. It sounded as though they were standing right next to him, but the only people near him were a couple outside the park and of the other side of the road from him; around 100ft away!

"Sorry babe. Got caught up with work."

Ben's eyes widened as he realised it was _them_ he could hear as clearly as if they were standing right next to him.

"Okay, okay," Ben stated with disbelief as he stood up from the bench, his hands raised in front of him. "First I have super vision and then super hearing. What next? I turn into Superman?!" he said with a humourless chuckle and took a deep breath to calm himself down.

Things were starting to get a bit too confusing for him and so he decided it would be best if he went home where he could relax in his room and play some music to calm himself down. He headed off in the direction of the park exit closest to home and soon found himself in the centre of the park where the large fountain was located.

For some reason that Ben couldn't explain, when he looked at it, his dream from last night suddenly entered his head and brought about another headache, though not as painful as before. He circled the fountain, looking at it closely for some reason that he couldn't quite explain. Call it an instinct. He came to a stop where he had been attacked and killed in his dream, only to see that there was nothing there. No blood anywhere.

"Well, what the hell did you expect…idiot," Ben said, chastising himself for being slightly surprised at such an obvious thing. It was strange, but when he looked down at the spot where he was 'killed' his stomach starting aching with a tinge of pain, though he couldn't explain why.

Sighing to himself, Ben made to continue home when suddenly…

"AAAAAARRRRRGGGGGHHHHH!" Ben screamed as something struck his shin, causing him to fall onto the knee of his uninjured leg. He looked down to see what looked like a short spear, completely made out of light impaled in his left shin. Why did it burn so much?! "FUCK!" Ben cried through barely gritted teeth as he was filled with incredible pain for some reason, more so than normal. "Fucking hell, that hurts!"

"Well this is unexpected," said a voice suddenly calling out from the darkness. Ben looked behind him to see a man slowly walk towards him. Thanks to his strange eyes, Ben could see him clearly through the darkness to see that he was wearing a large trench coat and fedora. Ben could see he was scowling as he looked down at Ben. "Though not unpleasant," he finished, still walking towards Ben.

Ben tried to stand up and face his attacker but found that it was extremely difficult to do so. When he did finally succeed, it took all of his strength to even stay on his feet instead of collapsing back down to the ground. "What are you?" he grunted, trying to ignore the incredible pain he was feeling. He didn't know why, but he now knew that that dream he had last night was, in fact, real. That was the only conclusion he could reach that wasn't stupid crazy. But why did this spear hurt so much? It didn't hurt nearly as much when 'Julie' struck him.

"I am a Fallen Angel…," the stranger said without emotion, "…and as I can't see any sign of either your devil friends or your Master around, I can only assume that you are in fact, a stray. I can't stand lower-class beings like you," he explained calmly as he came to a stop in front of Ben who was busy trying to register what the hell this guy was talking about.

' _Fallen Angel? Devil? What the fuck is going here?!'_ Ben thought rapidly as he sensed himself growing lightheaded at the searing pain in his leg. He came to the sudden conclusion that he was prevented from dying last night because of Rias Gremory! Somehow she had saved his life last night.

' _It looks like her efforts were wasted though,'_ he thought as he fell back down onto one knee as another spasm of white-hot pain shot through his body. He reached down to pull out the spear lodged in his leg. However, as soon as his hand came into contact with it he recoiled back at the agony he felt. It felt as though he had just touched an open flame. It hurt so much!

"Hurts doesn't it?" the mysterious man said, sensing his prey's confusion at the effect of his Light spear. "Weapons of Light are akin to a deadly poison to you creatures of darkness. I'm mildly impressed that you're still conscious, though I will soon stop that and put you out of your misery. No need to thank me."

Whilst saying this, another spear materialised in his hands and he prepared to stab Ben with it. Sensing that he was about to die…yet again, Ben gathered his last bit of strength, turned tail and took off as fast as he could with his leg feeling like it had been dunked in lava. He knew it was cowardly but it was the only thing he could do. He didn't stand a chance against someone like him.

Ben made it no more than six steps before he was blinded by yet another burst of crippling pain, then felt himself lose sensation in the use of his legs as he crashed down onto the floor, face down. He tried his best to stifle the scream he could feel trying to escape though, despite himself, he released a loud of pain from his mouth and slowly brought his hand up to his back and suddenly recoiled back when he felt that same pain again, though this time it came from the base of his spine.

"That should stop you from running away," the Fallen Angel muttered as he came up from behind Ben to stop in front of him, another spear of Light in his hand.

It took Ben less than a second to realise what he had done to him. He had paralysed him! He tried to move his legs, even a little, but found it impossible to do so, not from the pain though. In fact, he realised to his horror that he couldn't feel anything below his waist at all!

This was it, the end. Again.

The man stood up straight and brought his spear above his head, directly above Ben's head, and brought it down on him. Just as the spear was about to put an end to Ben for good, a beam of red light suddenly came out of nowhere, striking the spear in the Fallen Angel's hand, causing it to disintegrate.

"What the hell was that?" the Fallen Angel shouted as he turned to look on the other side of Ben. Ben tried to turn his head too but couldn't, no matter how much he tried. Not that it matters anyway. He had been paralysed. He would never walk again. His eyes looked upwards at the Fallen Angel to see him look whatever had stopped him from killing Ben and saw his eyes widen ever so slightly in recognition.

"I know that seal. You're a Gremory aren't you?" the man said taking a step back.

Ben's eyes widened at this. Did he say Gremory? Could that mean…?

"Yes I am," a familiar voice called from behind him. "My name is Rias Gremory and I certainly don't appreciate you laying a hand on my servant," he heard her say from behind him, shortly before he heard her start walking towards them.

The name obviously had value to it because, when Ben looked up at the Fallen Angel, he took another small step back from Ben.

"My apologies," he said with hollow politeness. "I was unaware that this town was under the protection of the next head of the great Gremory family. So, is one of your servants?" He gestured to Ben's prone body. "Next time you may want to keep a close eye on him. The next time he wanders off like he did, he might not find someone as cordial as myself." He removed his hat and bowed slightly and bade her farewell before flying away.

Ben could hear Rias approach with what sounded like two other people though he didn't recognise their voices when they stood around him, talking about him. He could vaguely make out their voices but, due to the crippling pain he felt, he couldn't understand what they were saying and as another wave of agony flooded over him, proving to be too much for him to handle this time and he closed his eyes and was lost in the depths of unconsciousness.

. . . . .

(Next Day)

 _Ben was floating through nothingness. He couldn't see anyone or anything. Suddenly he was surrounded by flames. However, they were unusual flames as, instead of bright orange flames like normal, they were actually emerald green in colour. It took him a mere moment before he also noted that the flames licked against his body but didn't hurt him at all._

 _Ben could vaguely make something out in the flames; a dark shape that was of gigantic proportions though Ben couldn't tell what it was for definite. Even as he looked at it through the flames, it turned its head towards Ben and looked at him, just before it opened its humongous mouth and let out a deafening roar that seemed to shake the very foundations of the imaginary world around him._

Ben opened his eye sharply and sat upright, fully awake from what he just saw. _'What the hell was that?'_ he thought as he brought his breathing back down again, wiping the sleep from his eyes with earnest.

"Shit… these dreams are getting worse," he cursed quietly to himself. He went to push himself up and out of bed but froze when he felt something soft under his left hand. Confused, Ben looked down at his left and saw a mound beside him, running down the length of his bed and covered by his duvet. Now more curious than confused, Ben pulled the cover off to reveal what was making the mound on his bed and came face to face with two things. First was a pair of very large and exposed breasts. Second was the long crimson red hair that was draped around her body and subsequently around her breasts which seemed to highlight them even more if that were physically possible.

Wait. Red hair?! Ben, now dreading the answer, slowly followed the long crimson hair around the two large mounds of pink flesh, along her slender arms and to the owner of said hair and breasts and came face to face with a slumbering Rias Gremory. His mind went blank and his heart skipped several beats as he stared at her. What the fuck was Rias Gremory doing in his bed?! And asleep too?!

The shock upon seeing Rias Gremory's naked sleeping form proved too much for him and he fell backwards, out of his bed and hitting the floor with an audible *THUD*. Ben groaned as rubbed the back of his sore head as he sat up from his tumble and stared wide-eyed at his legs.

He could feel them! He reached down tentatively with his hand and pressed down on them, not acknowledging yet that he, like Rias, was as naked as the day he was born, and had to catch his breath when he felt the pressure he was applying on his leg. He unbent his leg and had to stifle an exasperated laugh when his leg obeyed his command and did so.

His legs worked again! Even after he was certain that he would never walk again after what that guy did to him last night. Did Rias do this for him? Why would she do that? He couldn't remember much of the last few minutes of last night. He could faintly remember her saying something about him but couldn't tell for certain what it was.

"It was a close call, but you should be fine now," a sleepy female voice called out, bringing him crashing back down to Earth.

Ben looked up sharply to see Rias, now fully awake and leaning on her arm which rested on his bed, staring at him with a knowing smile on her face. Ben simply stared at her in silence for about five uninterrupted seconds before his brain suddenly started working again. When this happened, Ben's entire face turned red with embarrassment when he realised he was looking at her naked body. He rubbed his eyes and slapped himself in the cheek, but when he opened his eyes again, she was still there! He wasn't dreaming!

A gentle breeze, which blew under his slightly open window, brushed against Ben's skin and he suddenly, and to his sheer horror, realised that he was naked himself. It was precisely at this point that Ben started to panic.

' _Shit. We slept together. Naked! Wait does that mean that we…?'_ he thought with horror.

He looked back at Rias who was now sat up and leaning on her left knee, which had been brought up to her chest, and gestured to the pair of them, "W-We d-didn't do…it, did we?" he stuttered, fearfully.

Rias chuckled softly. "Didn't do what? Have sex? No we didn't. I'm still a virgin," she replied innocently before her eyes drifted down his exposed chest before they stopped at her destination. "Although…" she trailed with a slight glint in her eye.

Ben followed her gaze and reddened even more, if that were possible, when he realised what she was looking at and covered himself up with his hands, already wishing he could disappear into thin air at that moment.

Rias let out another innocent chuckle, her smile broadening, and tilted her head slightly. "shall we start from the beginning?" she asked, tilting her head cutely. "Good morning. How are you feeling after last night?"

"Umm…good morning to you too," Ben said in response, unable to think of anything else to say. He had to take several deep breaths before he could speak again. "Is this real? Or am I still asleep?" he asked, hoping more than anything that it was the latter.

"Yes this is real," Rias replied calmly, smiling at his nervousness. "As was everything else that happened to you recently." She continued to stare at him with intrigue as he ran his hand down his face to regain what little composure he had left.

"My name, as I'm sure you already know by now, is Rias Gremory, and I'm a devil." It amazed Ben that she was capable of saying this as calmly as though it was an everyday thing people said, like "Good morning."

"Furthermore…," Rias continued, her smile growing wider, "…I am now your Master. You now belong to me, Benjamin Tennyson." She looked as though she was deep in thought about something before speaking again. "I quite like that name. I think I'll let you keep it," she said with a cute smile.

"Uh…thank you," he muttered dumbly, his mind incapable of making coherent thoughts as he struggled to come to terms with what was going on. What was happening here? His mind was racing but there was one question which barged its way to the very front of his mind.

"So…you're saying that I'm a devil?"

"Yes, that's right," she replied in such a calm manner that it began to freak Ben out. You are now my servant, and I am your Master," she repeated, her smile still on her face.

"What do you mean by dev-," Ben began to ask before…

[KNOCK, KNOCK, KNOCK.]

Ben's head snapped to look at the door to his room.

"Are you up Ben? You'll be late for school if you don't hurry," his mother called out from the other side of his door.

"Don't come in!" Ben shouted as he shot up to his feet, still covering his modesty with his left hand while the other one reached down and took hold of the now discarded duvet which had slipped off the bed and onto the floor.

"Why not? What are you doing in there?" she replied with suspicion.

Ben looked back to the door and saw to his horror that the door knob slowly but surely started to turn as his mother made to open his door.

Ben held the blanket out in front of him. He looked over at Rias to see that she hadn't moved an inch. It looked as though she was enjoying watching the whole scene play before her with extreme. Isn't she concerned at all about their situation?

"Shit, shit, shit! Quick cover yourself!" Ben hissed with urgency in his voice as he made to throw the blanket over her to hide her from view, or her nakedness at the very least. It was a piss-poor plan to say the least but he might as well try to limit the damage as best he could.

As Ben moved towards Rias with the blanket in his hands, he stood on the corner of the blanket with his foot. This caused him to trip over himself and land on top of Rias, his face becoming lost in her ample cleavage, just as his door was opened fully. Ben closed his eyes tightly and prepared himself for what was to come.

"I said, what are you doing in-?"

Sandra Tennyson failed to complete her sentence as her words got caught in her throat upon seeing the sight before her. Her teenage son was lying on top of a young, red-haired woman who had the largest breasts she had ever seen in her life. While the young woman was covered from the waist down with the duvet, her son was currently resting his face in her cleavage and obviously not daring to look at his mother in fear of what she'd say.

The young lady didn't seem embarrassed at all by their current situation and simply turned her head towards Sandra with a kind smile on her face while her son continued to play possum.

"Good morning," she said sweetly.

"Uh," Sandra said absentmindedly, still reeling from the sight before her eyes. "Good morning to you too," she replied after finally getting her head back together.

After a few more seconds of the most awkward silence Ben had ever experienced in his entire life, his mother remembered what she had come here for. "Umm…Ben. You need to get ready for school or you'll be late," she repeated before she started backing out of the room slowly, pulling the door closed as she went.

"Um, sorry to disturb you two," she apologised meekly as she closed the door with an audible *click*.

As soon as she closed the door, Ben, thanks to his enhanced hearing, could clearly hear her silently cheering to herself in the hallway and tiptoeing down the hallway as fast as she could to the staircase. Ben knew exactly where she was planning to go with such earnest; to go and relay this to his dad and most likely his sister too.

' _Please kill me. Please can somebody strike me down right now!'_ he thought in his head, though no such miracle came about, much to his dismay.

When he was sure his mother had gone, he slowly opened his eyes and looked up to see Rias looking down at him with that smile of hers still on her face.

His face started to heat up when he remembered where he had landed before and threw himself off of her as quick as he could and fell back on his backside, pulling the duvet with him which now covered his lower half, preserving what little modesty he had left. He looked at Rias fearfully and raised his hands in a placating manner before bowing his head low in submission.

"I'm sorry!" he exclaimed, looking at the floor. "I'm sorry about that. I don't know what came over me. Did I hurt you…?"

"It's quite alright," Rias interrupted calmly. Ben looked up cautiously to see that Rias was once again sitting on his bed with her long legs crossed and her arms pressed against the bed to support her. "You won't hear me complaining," she said as she suddenly stood up from the bed and looked down at him with her hands on her hips and her 'private area' on full display. This only served to make Ben even more nervous than before as he looked away to preserve her modesty.

"You do realise you're still naked, right?!" Ben spluttered as he looked out of his window, his face bright red. The last thing he wanted was to embarrass himself any more than he had done already and so, in an attempt to prevent his body from betraying his thoughts about having such a beautiful, naked woman in his room, he began to recite all the elements in the periodic table in his head.

"Yes I do," Rias replied nonchalantly, taking great joy in tormenting her newest servant. "You like what you see?" she asked with a seductive smile on her face that made Ben cough from her sudden question and continue his attempt to make this entire situation bearable.

"Could you help me with this?" Rias asked casually after a few moments of unbearable silence.

Ben slowly opened his eyes to see Rias standing in front of her clothes, which had been folded neatly on his chair, with her bare back to him holding up her hair out of the way. He was extremely relieved to see that she had finally put her panties back on and Rias was, in fact, asking for assistance in fastening her bra. Ben released his pent up breath as he slowly got up and helped Rias with her bra, initially flinching when his fingers brushed against her warm, flawless skin. When he was finished with her bra he put on the nearest pair of boxers he could find as quickly as possible.

"Who exactly are you?" Ben asked as they finished putting on their uniforms and started to head out. He was suspecting that there was a lot more going on than what he had seen already.

"There'll be plenty of time to talk later today…," Rias countered, stopping him from asking any more questions right now. "…But your mother is right. We need to head off to school soon. But we should have breakfast first," Rias stated as she took the lead and headed downstairs.

Ben followed suit, not looking forward to the conversation waiting for him downstairs.

. . . . .

(At School)

"There's no way."

"Why is Rias Gremory with _him_? He's so weird."

"What makes that foreigner so special?"

Ben pinched the bridge of his nose and just kept his head down as he and Rias entered the school grounds. He didn't need to look to see the glares he was getting from the male students, and even some from the female students. He could feel their gazes piercing him and could fully understand the issue they had with this picture. Rias was an exceedingly popular, if not _the_ most popular, girl in school and even the faintest idea of her being in a relationship with someone as weird and avoided as him was both unthinkable and unforgivable. He could tell that it would be wise to remain silent and not say anything at all. They wouldn't believe him even if he told them there wasn't anything going on.

As they entered the large school atrium, Rias stopped and turned back to look at him. He lowered his hand from his face and looked up at her, coming to a full stop himself.

"I'll send someone to collect you after school, they'll bring you to our clubroom for the formal greeting," Rias said before she turned back and headed off to her own classroom, leaving Ben all on his own.

Though that was nothing new in his life, this time was different. Before today, he would just be largely ignored by the students with the odd comment about how strange he was or how tall he was compared to everyone else. This time however, Ben could distinctly hear a lot more chatter with him as its main subject as well as many others either looking at him with disdain or jealously, or glares of anger at him 'conquering' one of the two 'Great Ladies'. He looked around at everyone, gave a weak smile, and hurried off towards his class.

It was going to be a long day. He just knew it.

. . . . .

As Rias reached the top of the stairs to the balcony overlooking the atrium, she noticed a short, raven-haired girl with glasses leaning on the bannister, looking down at Ben who was still standing, on his own, in the middle of the atrium.

"You seem pretty sure about him," she said, standing up straight and turning towards her with her arms crossed and a small smile on her face. "Hello Rias, it's good to see you."

"It's good to see you too Sona," Rias replied politely to her old friend as she joined her by the bannister, looking down at her newest servant.

"I wonder what's so special about this one," Sona said as she returned her gaze to Ben. "He looks intimidating yes, but he seems to be more of a 'gentle giant' if anything. In all the time he's been in this school, he's never gotten involved in a fight with anyone, nor used his appearance to intimidate the other students."

"You say that as though that was a bad thing," Rias countered as she looked at Ben leave the atrium, heading towards his classroom with his head kept low. "He may seem meek, but I sense a strength in him that surpasses anyone in my peerage, myself included," she added without any hint of jealously in her voice.

Sona looked back at Rias and noted the small smile which had appeared on her lips. "Is there something you're not telling me about him?" she asked with curiosity.

Rias smiled at her childhood friend. "I suppose it's safe to tell you that the power which resides within him rejected me, even when I used all of my Pawn pieces on him. I was forced to contact my brother and ask that he let me swap one of my Pawn pieces with 'that' special piece of his."

"What?!" Sona whispered with barely contained shock. "You had to use one of 'those' pieces to revive him?!" She looked back at the hallway Ben had disappeared down. "What makes him so special?"

Rias' smile broadened slightly. "I have no idea, myself. He's just as big a mystery to me as he is to you…but you'll be the first to know when I find out." After saying that, Rias turned away from Sona and continued on her way towards her classroom.

. . . . .

He knew it.

This day was the worst day in this entire school life by far.

All throughout the day, the only thing he could hear about was how he and Rias were together for some reason no one could comprehend. There wasn't any point in countering the rumours; he knew this and so didn't bother to even try to correct people, it would blow over after a couple of days, anyway. He supposed he to thank himself lucky that he looked so intimidating and held the esteemed title of the school 'weirdo' that he wasn't approached by anyone today or ganged up on by the male population of the school, though that didn't stop them from cursing his name and wishing he was dead.

He had spent the entire day with his head down and keeping out of the spotlight more than he normally would.

Ben sighed happily as the final bell chimed, signifying the end of another school day. As other people started to leave for either home or their clubs, he stayed sat in his chair, simply looking out of the window. His thoughts slowly drifted to wondering who would be sent to escort him to the clubroom in the old school building. It would obviously be a member, but he was curious as to who it would be.

Ben's answer came in the form of shrieking, excited girls who were looking towards the class doorframe where Yuuto Kiba was standing.

' _So Kiba is the one fetching me,'_ Ben deduced as Kiba approached him.

"I'm guessing you're here to escort me then," Ben said to Kiba as he rose out of his chair. When he stood up straight, he easily towered over Kiba, not that Kiba seemed to be intimidated by him. Though why would he if he was a devil too?

"That's right. If you would like to follow me," he replied politely taking the lead out of the classroom.

Ben followed his guide through the school building, ignoring the various glances he got from the other students, and exited the school, in the direction the old school building where the Occult Research Club was located. After a while of meandering through the corridors, they finally came to a stop outside a double set of oak doors. Kiba opened them reveal a sparsely lit room. The furniture could be considered antique. In the middle was a low-standing oak coffee table with two sofas on opposite sides of it and, at the end of the room, was an elegantly designed oak desk. He looked around to see the only source of light came from the several candles located all around the room, giving it, in his opinion anyway, a very cosy atmosphere.

He looked at the sofas to find the first year mascot, Koneko Toujou sitting on one, eating a biscuit from a bag in her lap. She looked over at him, blinked once, and went back to eating her biscuit. He didn't mind that much as he was used to that kind of reaction from people. He had noticed that she, like him, wasn't the most communicative person in the world and he respected that. Ben could see why see was deemed as the school mascot by the other students. She was quite a petite person with short white hair and hazel brown eyes. She was yet another highly desired person around the school. Ben was starting to sense a pattern about this club.

When he moved further into the room he realised he could hear a running shower. _"They have an actual shower in the clubroom?"_ ben thought incredulously, looking in the direction the sound was coming from.

"Your clothes are on the side for when you get out Miss President," an unfamiliar voice called out from within the shower.

It didn't take more than a moment and Ben's eyes widened at the sight of her. She had a voluptuous figure, rivalling that of Rias herself. She had very long raven-black hair which was tied back into a ponytail, and violet eyes that were bewitching. She also wore the academy uniform like the others, but also wore knee high socks which drove most of the male student body wild with desire.

It didn't take a genius to figure out who this was. She was obviously the other half to the 'Two Great Ladies' of Kuoh Academy, Akeno Himejima.

"Oh hello there. You must be the new member," she asked sweetly as she noticed Ben standing next to her.

"I guess so. Hi, my name is Ben, nice to meet you," Ben said, impressing himself with how calm he was, and bowed in greeting.

"Oh, no need to be so formal here. We'll all grow to be great friends; I just know it," Akeno said with a smile as she bowed her head slightly too. "My name is Akeno Himejima, it's very nice to meet you."

"It's nice to meet you too," Ben replied and turned his attention to the shower when he heard the water stop flowing.

"Sorry to keep you waiting," Rias apologised, stepping out from behind the curtain, fully dressed and drying her hair.

"I didn't get a chance to wash at our place," she said in explanation, reminding Ben of their debacle this morning.

"No, that's fine," Ben said hurriedly as he sat down next to Koneko. "I would just like to apologise again for what happened this morning."

Rias chuckled as she leant on the edge of the desk and looked at him. "It's quite alright. I didn't mind. It was quite exciting in my opinion." Ben blushed slightly, thanking the dim light for hiding it, though he quickly remembered how good his eyesight was in the dark now.

"I almost forgot," Akeno said with a smile. "Can I get you a cup of tea?" she asked him politely.

"Well I am British by birth so…yeah. I would very much like some tea," Ben replied with a small smile. He was never one to be easily offended by mere stereotypes, especially when they were true in this case for him.

Akeno chuckled lightly and filled up a cup with fresh tea and gave him it. He thanked her and took a sip, marvelling at its taste.

"This is delicious!" he exclaimed abruptly, surprised by how much he loved the taste.

Akeno smiled and cupped her cheek with her right hand, a large smile forming on her face. "Thank you, you're too kind."

Akeno retook her seat on the sofa as Rias clapped her hands together, getting everyone's attention, before starting the meeting. "Now that everyone is here, I would like to formally welcome you to the Occult Research Club. You should know, however, that the name is just a front," Rias stated from the front of her desk when everyone else had sat down.

"Okay, I'll bite," Ben said slowly, looking at Rias curiously. "What is it really?"

"This is in fact a farce to hide its true purpose. Everyone in this room is a Devil," she said simply, gesturing towards the other three members.

Upon saying this, Akeno, Koneko, and Kiba all rose from their seat and then suddenly a pair of bat-like wings sprouted from all of their backs.

"Ta da," Akeno chimed, showing him her black wings. "What do you think?"

"Well…," Ben began, not taking his eyes off their wings. "I would like to say I'm surprised, but after almost being killed two nights in a row and saved from permanent paralysis in one night has really opened my eyes to a lot of things."

"Anyway," Rias said, wordlessly chastising her vice-president for drawing attention away from the important matters. "As I was saying. Everyone in this room is a Devil; and the guy who attacked you last night was a Fallen Angel who goes by the name of Dohnaseek."

Ben blanched at the memory of last night and unconsciously ran his hand down his back as he put his cup down on the table. "I'm assuming that the person who killed me was also a Fallen Angel too," he guessed, receiving small nods from around the room.

"Very astute of you, Ben," Rias complimented. "Yes, it was in fact a Fallen Angel who killed you, her real name is Raynare," Rias stated as the others sat back down in their seats. Kiba and Akeno continued to drink their cups of tea some tea, while Koneko went back to eating her snacks.

"There is a common misconception that we are the same as Fallen Angels," Rias explained. "This simply isn't true. The Fallen Angels have fallen from God's grace and desire to return back to Him. It is understandable as they walk around on this Earth like us Devils. However, they want to return back to God and so fight us to try and please Him. Then there are the Angels who are sent by God to fight and try to kill us as well. The result is us facing attacks on two fronts."

"That's not good," Ben said, grimacing at the thought before running his hand through his hair. "I was starting to convince myself that 'Julie' was just a dream. I found it really hard to remember much about that day in general, let alone my own murder. Did she cause that?"

"Yes. She has the power to erase herself from a person's memories. It's an ability that Fallen Angels share with us Devils."

"What?" Ben said leaning forward in his seat with interest. "You can do that too?"

"Yes. It's usually best for everyone. Did you not notice that with your parents this morning?"

Ben thought back, though it wasn't hard. He, Rias, and his parents were all sat around the family table eating breakfast. Well…Ben was eating breakfast while his parents were listening to Rias spin a total bullshit lie about how sleeping naked together boosts their grades.

Ben was just looking at his parents and waiting for them to call BS on her story…but they didn't, much to his amazement. in fact, they lapped up the story, agreeing with Rias' story as though they always knew that.

Ben should have known back then that she had done something to his parents to make them believe her story. They weren't stupid, and on any other occasion would have instantly known her story was a load of bollocks from the beginning.

Ben was snapped out of his thoughts when Rias continued her tale. "Once a Fallen Angel had completed their objective they would erase their existence from every human they came into contact with for that job. Raynare's objective here was to kill you."

"I kinda figured that out. Why did she want to kill me? I'm nothing special," Ben countered, placing his hand on his chest as he said this.

"That's not true Ben. The reason she went after you, I believe, is because you possess a sacred gear."

Ben had a sudden flashback to the night Raynare killed him.

" _If you feel the need to blame anyone for this blame Him. After all, He gave you the Sacred Gear._ "

"Yeah she mentioned this Sacred Gear thingy right before leaving me in a pool of my own blood. So what is a Sacred Gear?" Ben asked with intrigue.

"They're basically extremely rare, powerful, and unique powers found in a rare few. So congrats!" Akeno said as she looked over at him.

Rias spoke up "Ben, please hold out your left hand." Ben complied with her abrupt request and, after standing up from his seat, held up his left hand in front of him. "Now picture the strongest part of your body and concentrate on your strength in your mind."

"Okay got it," Ben replied, picturing it in his mind.

"Good now try to mimic it, don't hold back now," Rias said, not taking her eyes of him.

Ben grimaced as he tried to comply with Rias' request but, no matter how hard he tried to concentrate, he just couldn't get anything to happen. His left hand was clenched into such a tight fist that it was shaking slightly from the strain he was putting into it.

After a few more seconds, Ben let out a long sigh and unclenched his fist, letting it drop to his side and looking back at Rias with a dejected look on his face. "I got nothing. Are you sure there wasn't a mistake when you chose me. I've never been much of a fighter. My sister used to beat me up all the time with her stupid taekwondo. I'm basically just a tall punching bag. There's nothing special about me."

"Don't think like that, Ben. You were deemed dangerous enough for a Fallen Angel to be sent to kill you," Rias said kindly, seeing Ben's frustration. "Don't worry. I don't make mistakes when it comes to my servants."

Ben nodded with renewed determination and held up his left hand again and remembered the times he helped his sister out with her training. Though he acknowledged he would never be able to learn the martial art, he could still remember some movements his sister used to do with her fists, right before he ended up on his ass for the umpteenth time. He brought up the flurry movements with his fist.

Ben's cheeks reddened slightly in embarrassment at what he was about to do _'Ah what the hell,'_ he thought to himself, _'I've already been naked in front of Rias. It can't be any worse than that.'_

With that thought, Ben performed the simple movement with his left hand, putting all of his strength into the movement. When he finished the movement, a bright light completely enveloped him for a moment but it quickly dissipated to reveal an emerald green gauntlet on his left arm which covered the entirety of his forearm, right up to his elbow, with what looked like glistening green scales. He looked down at his hand to see that his fingers had been replaced by claws, and the back of his hand had what looked like a small disk-like dial was embedded in the gauntlet itself. The dial had a white background though, directly in the middle was a small black design which reminded Ben of a strand of DNA for some reason.

"Woah. This is cool!" Ben exclaimed with surprise, looking down at the green gauntlet. He was surprised that it weighed practically nothing, allowing him free movement with his arm. In fact, he could feel power emanating from the gauntlet. It was almost like it was generating more energy for him of its own accord.

"Well this is interesting," Rias said, walking over to him. "I've never heard of anyone who possesses two Sacred Gears before."

Ben blinked at what she said. "What are you talking about?" He said as he looked at the others who he, just now, noticed were looking at his right arm. Copying them, he looked down on his right arm; only to see _another_ gauntlet covering his right arm.

Though they were similar in a few ways, there were also a lot of differences. This one was crimson in colour, rather than emerald, and instead of claws, it seemed to be replaced by a fingerless glove design instead, ending just after his first set of knuckles. An emerald gem was also set into the back of his hand which shone brilliantly.

' _What the hell is going on here?'_ Ben thought as he looked at his other gauntlet.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: Well there you go; we finally see the Sacred Gears that Ben possesses. As I mentioned in the Character Bio, the Boosted Gear will only have the 'Boost' and 'Transfer' abilities. The reason for this is because it is a Ben 10 X-over and I wanted most of his power to come from his transformations.**

 **I bet some of you are wondering about that strange piece Rias got from her brother to revive Ben. Well tough, I'm going to keep it a secret for a little bit longer.**

 **Before some people start mentioning the slight stereotype I used with Brits and tea, I would like to point out I am British myself…Welsh in fact. If anyone has to handle stereotypes about British people, it's us Welsh with our supposed 'relationships' with sheep!**

 **As always, I hope you liked my story. Please leave a review and, if you have any questions, please feel free to PM me. See you next week with my next chapter.**


	4. First contract? What could go wrong?

**A/N: Thanks again to everyone who took the time to follow or favourite my story.**

 **I have several things I would like to discuss with you guys, but I'll get to that at the end of the chapter. In the meantime, may I present to you my next chapter.**

 **(*General disclaimer which states I don't own anything inserted here*)**

 **. . . . . . . . . . . . . . . . . . . .**

 _'What the hell is going on here?'_ Ben thought, looking down at the gauntlet in fascination.

Everyone else in the clubroom seemed just as shocked as he was.

Kiba spoke up first. "Cool, I've never seen anyone with two Sacred Gears before. As far as I know, it has never happened before. Nice going, Ben," he complimented his fellow Devil with a smile.

Akeno smiled sweetly, "Me neither. Isn't this an interesting development?" she said with a light chuckle as she admired Ben's Sacred Gears.

Rias smiled at her newest servant. "Well done Ben. Now that they have awoken, you can summon your Gears whenever you want." Her tone then turned serious. "Just remember. You should refrain from challenging any Fallen Angels on your own. Not only is It is considered very disrespectful towards us to fight one alone, but you also don't have any experience yet."

"Got it. Despite my intimidating look. I don't actively go out of my way to start a fight where there's no reason to. I'll stay away from Fallen Angels as best I can."

"I suppose that's the best I can expect," Rias relented and looked back down at Ben's Sacred Gears. "I must admit, Ben, that I'm not really sure which Sacred Gears you actually possess. They don't look like any style of Gear I've ever seen before," she stated as she rose up from her desk.

Ben began to investigate his gauntlets further but was quickly snapped out of it when Rias clapped her hands, attracting his attention. He looked up to see her sitting on the sofa, in the spot he had just vacated, and gesturing to a pile of what he recognised as a load of the same flier he was given which brought Rias to him when he was dying.

"There'll be plenty of time for you to look at your Sacred Gears later. But for now, I've got some important work for you to do," Rias stated as Ben approached her. "This job is usually carried out by familiars, but as you're a new devil, this will be a good chance for you to get a grasp as to what we actually do in the human world."

Ben knelt down and started stuffing the leaflets in his bag, grumbling light-heartedly under his breath. He had known that it was going to be boring in the beginning of being a devil. He was no longer a human. He was a devil now and needed to start earning his keep for the people who saved his life, twice already, and in only two days!

Once Ben had put all of the fliers on the table into his bag, he stood back up and made his way to the door. He glanced back at the others who were watching him go. "I'll be back soon. See you guys later," He said as he left the room, closing the door behind him as he did so before heading off to complete his task.

. . . . .

Ben was relieved beyond measure when he had finally finished handing out every one of the fliers he had been issued. There were a _lot_ more than he originally thought and took him what felt like ages to get rid of every single one in his bag. Thankfully, this was greatly shortened when he stumbled across an apartment complex on the edge of town with over three hundred apartments in one location alone. In the end, it took Ben about four hours to finally get rid of those infernal fliers.

But he had done it. He had finally done it!

It was around 8pm when he made it back to the clubroom. When he entered the clubroom, he noted that Akeno and Kiba weren't there. When he asked Rias where they had gone to, she replied that they had gone to do the other thing that devils do in the human world; contracts.

"And that is what I want you to do tonight, please," Rias asked as she rose from her seat and gestured for Ben to join her, which he did. "Koneko has a double booking and I would like for you to take one of her summon requests tonight to get some practice."

Ben glanced over at Koneko to see she was currently licking an ice lolly. When she realised he was glancing her way, she bowed her head slightly. "I would appreciate it," she muttered quietly.

"S-Sure, no problem," Ben answered, taken by surprise by the unexpectedly cute way she said that.

A red magic circle, similar in design to the seal that was on the fliers Ben had spent the last few hours handing out. He recalled it being the symbol of the Gremory family and their servants. Rias approached him and placed her finger in his open palm. As her finger touched his skin, a miniature version of the large magic circle on the floor appeared in his hand. "This is a seal. It serves as proof that you are a member of the House of Gremory," Rias explained and gave Ben a reassuring smile. "You'll be fine. Just do everything I told you and you should be fine, ok?"

Ben gave her a weak nod. "Good, now go stand in the middle of the circle and make me proud."

He obeyed her and entered the red circle, standing on the central symbol of the seal. No sooner had he done that that he started to feel the magic taking over. He felt a slight tingle course throughout his body and, in a small flash of crimson light, disappeared from the clubroom and quickly reappeared in a small apartment that seemed to be full of junk at first glance.

Before Ben could examine his surroundings, he felt a sudden wave of nausea come over him and he rested his palms on his thighs as he took several deep breaths to overcome the very common consequence of first-time teleporting via magic circle. Rias had warned him about this but that didn't stop him from feeling awful.

"Bloody hell," he groaned as he massaged his throat to swallow the bile that tried to escape him. He felt much better after a few more deep breaths, just as Rias had instructed, and stood upright, looking for the person who had summoned him.

"Who are you," a deep, masculine voice called out from above and behind him.

Ben slowly turned around and had to crane his neck back to look up at the tallest and most muscular man he'd ever come across in his life. This wasn't nearly the strangest thing about him though, Ben noted with surprise. No, the strangest thing about his contract was that he appeared to be dressed up as some magical girl from an anime.

Ben unconsciously took a step back from the massive magical girl in front of him. "Hi, I'm Ben, a trainee Devil. You don't happen to be the one to summon a Devil, do you?" he asked nervously as he stared up at the behemoth of a man.

"You know it, bitch," the gigantic man answered in as best a high pitched voice he could physically manage. "But Milton summoned sweet little Koneko, not some big lug like you."

"Yeah, sorry about that but Koneko was double-booked tonight," Ben apologised to Milton, wiping off the few beads of sweat off his forehead, brought on by the intense stare he was receiving from the giant man. "I'm her replacement."

Milton continued to stare at Ben for a few more seconds before he spoke again. "Fair enough, cupcake. Milton wants you to turn her into a real magical fairy princess. If you do that, I'll let you lick my lollipop."

Ben chuckled humourlessly. "I don't know how to tell you this, Milton, but I don't think I can do that sorry. I'm still a newbie Devil and I can't do stuff like that yet. Is there anything else I can do for you?" he asked, hoping there was something else he could do so he wouldn't have to go back to Rias emptyhanded.

Milton was clearly dejected by Ben's news, but quickly recovered when a thought came to him and he abruptly took Ben's hand in his own massive paws and drew him closer to him. "In that case, there's something else I want you to do for me. Come with me."

Turning around, Milton moved further into the apartment, dragging Ben behind him like he was a doll. Ben merely groaned, wondering what just what exactly he had gotten himself into.

. . . . .

"That was, without any shadow of a doubt, both the worst and strangest thing I have ever done in my entire life," Ben moaned as he walked down the road back to the clubroom.

 _"Oh stop moaning, you big baby,"_ Rias replied from the phone Ben was holding up to his ear. _"You completed the contract didn't you?"_

"yeah, yeah, I completed the stupid contract," Ben said as he held his payment for the service he provided for the contract; a limited edition magical fairy princess doll. In order to obtain it, Ben had been forced to sit through over three hours of the magical fairy princess anime. He might not have minded it that much if he wasn't forced to act as a cuddling doll for the behemoth of a cosplayer. It was the most awkward situation he had ever been in, and that included his mum walking in on him resting his face in between Rias' breasts.

 _"Good,"_ Rias replied in his ear. _"Are you sure you don't want me to bring you back via a magic circle? It's so much quicker than walking."_

"I'll walk thanks," Ben said quickly, his mind already made up. "I need to compose myself after the ordeal I've just been through. I'll see you soon."

 _"Fine,"_ Rias said, knowing he had made his mind up. _"I'll see you soon then. Bye."_

"Bye," Ben said before he hung up his phone. Putting it back in his bag, he took out the doll from his bag and examined it. It was still inside its packaging, making it worth something, not that Ben had any concept of valuing collector's items. He looked at it and grimaced as the only thing it made him do was relive that traumatic experience not more than fifteen minutes ago.

"Who thought something like this could make me feel nauseous," Ben said with a dry chuckle before putting the doll back in his bag to keep it safe from any accidents.

As he progressed down the road, Ben glanced up at the night sky to see the sky lit up by the millions upon millions of stars in the sky and couldn't help but admire how beautiful it looked. His gaze returned back down to Earth when he realised that it was quiet around him, a bit too quiet. Ben shrugged and carried on. _'Come on Ben,'_ he chastised himself, _'Just because you were almost killed twice in two days, it doesn't mean that there's a killer around each and every corn-.'_

Before Ben could even finish that innocent thought, something came flying out of the shadows and hit him full force, knocking him off his feet and crashing into the empty deserted warehouse behind him. He went through the thin wooden warehouse wall, breaking it into splinters as he hit the floor and skidded across it for a few feet until he came to an abrupt when he hit the opposite wall with a dull thud.

 _'I just had to open my fucking mouth, didn't I?'_ Ben thought as he wiped off the small bead of blood trickling down the corner of his mouth as he rose to his feet to confront his attacker. He looked around himself, only to see he was in near perfect darkness. For some reason, there was something very strange about that sentence but he just couldn't think why.

it then struck him on the head like a sledgehammer. He was a devil! He was meant to be able to see through the darkness as though it were nothing. If that was the case, then why couldn't he see no further than ten feet in front of him? That shouldn't be happening.

"What the hell is going on?!" Ben asked himself with slight fear in his voice. With a small flash of light, his Sacred Gears appeared on his arms and held them up to his face, adopting a basic defensive pose. He had no idea how they worked but he felt a lot safer than without them right now.

Just as he was about to wonder if something else was going to happen, a dark figure rushed through the darkness at an incredible speed, shoulder charging Ben back into the wall behind him, knocking the wind out of him completely. Before Ben fell to the floor again though, the dark shadowy figure reappeared from the darkness and held Ben up against the wall by his throat, though not tightly enough to start actually choking the dazed Devil.

When Ben's eyesight returned to normal as opposed to being blurry from his impact with the wall, he saw that his attacker, his eyes widening in shock at what he saw. Rather than another Fallen Angel, as he expected, coming after his life again he was looking at what looked like a wisp of pitch darkness. It looked like it was made entirely out of the shadows…but it had its hand around his throat so it had some kind of physical presence.

"Who the fuck are you?" Ben gasped from his vulnerable position, trying his best to stay calm and collected which was proving to be incredibly difficult. "And what do you want?"

The figure looked at him for a moment before Ben suddenly heard a voice emit from it. A cold voice with no emotion in it at all. **"Nothing that you need to worry about,"** it hissed menacingly.

Before Ben could ask anything else, the shadowy figure, brought its free fist up and struck Ben in the side of the head with enough calculated force to not hurt his prey but to merely render him unconscious.

Just as its Master wanted.

The shadowy figure laid Ben's unconscious form onto the ground and knelt down in front of his head. He brought his left hand up to Ben's head and started to mutter some words in a language that had been dead for millennia. As he finished his incantation, one of his wisp-like fingers dropped off his hand, only to be immediately replaced by another. The finger which fell to the floor, slithered across the ground towards Ben and, when it reached him, the tendril of dark energy entered Ben's head through his ear, quickly disappearing inside the prone devil's head to start its task.

The tendril wasn't going to kill the young ex-human. That wasn't what Master wanted. No, Master wouldn't want to simply kill Him, it was certain that Master would want to destroy Him completely and utterly in person.

When the tendril disappeared into Ben's head, the shadowy figure placed his hand on top of Ben's head and muttered a memory alteration spell which works on Devils and would make the target forget their entire meeting and, just for good measure, the figure threw a handful of raven-black bird feathers around Ben's body.

With his work complete, the wisp-like creature stood up again and waved his hand, signalling the others that they were done here. In an instant, the darkness seemed to evaporate as the many shadowy tendrils of dark energy dispersed until, after only a few seconds, the warehouse was completely empty except for an unconscious Devil and a handful of scattered bid feathers as the shadowy figure followed after its lackeys to return to its master.

. . . . .

(An hour later)

[BUZZ, BUZZ, BUZZ, BUZZ…]

Ben's eyes opened groggily and without moving his head, reached into his bag with his right hand and pulled out his phone to see it was Rias calling him.

 _'What could she want?'_ Ben thought with confusion. _'I only just finished talking with her.'_

He answered the call and put the phone up to his ear. "Hello?" he said, keeping his confusion in check for now.

 _"Where the hell are you?!"_ Rias' voice cried out from the phone. _"I've been waiting for you to return for the last hour_ and you haven't shown up."

"What are you talking about?" Ben asked, his confusion returning, even greater than before. "I only just hung up on you like a few seconds ago."

 _"That was over an hour ago,"_ she repeated. Ben's eyes widened at her words and pulled his phone away from his ear, only to see that she was right. An entire hour had passed since he had last spoken to her.

 _'But that doesn't make any sense,'_ he thought, his mind abuzz with questions. He returned his attention back to his phone. "What the hell happened to me?"

 _"I was rather hoping that you could tell me that,"_ Rias replied. _"I was getting worried and was just about to send Kiba and Koneko out to look for you."_

"I don't know what happened," Ben replied truthfully as he scratched the back of his head which was hurting like buggery for some reason. "The last thing I remember was walking down the street after I finished talking to you, then nothing. The next thing I recall is waking up to you calling me on my phone just now. I don't know what…," Ben trailed off when he looked down at the floor in front of him. "…happened," he concluded as he crouched down to the ground and picked up one of the black feathers at his feet.

 _"What is it, Ben?"_ Rias asked, sensing that he had found something.

"I think…," Ben replied, holding up the feather to his face, "…I was just attacked by a Fallen Angel." He looked down at himself to see he had some bruises and scuffs along his body and, though he ached in some places, he wasn't as hurt as he would have expected after surviving a fight against one, especially after what happened the last two times he encountered one.

 _"What?!"_ Rias exclaimed with surprise. _"Get back here. Right. now."_ With that, Rias hung up the phone and Ben gulped as he sensed the anger in her voice. Not wanting to make her any angrier than she clearly already was, Ben picked up his bag and ran out of the warehouse, down the road towards the clubroom, trying to come up with some form of explanation for Rias when he got there.

. . . . .

He had nothing.

When he got back to the clubroom, noting that everyone else had returned from their contracts for the night, he was immediately pounced upon by Rias who started bombarding him questions that he just couldn't answer truthfully. He had no memory of what happened to him after he finished his original conversation with Rias before he was supposedly attacked by a Fallen Angel.

After a few minutes of continuous questioning, Rias slumped back in her chair and sighed heavily. "Well, I suppose I should just be grateful that you're okay. But please bear in mind that, in the future, you should refrain from fighting a Fallen Angel on your own. As I've said before, it's disrespectful towards us and you have no experience in combat."

"Yeah, yeah, I got it," Ben said sheepishly as he rubbed the back of his head.

"On a different note…," Rias said, changing the subject. "…Do you have the payment for that job you did tonight?"

"Oh yeah," Ben confirmed and began rummaging through his bag, shortly after he released a small groan and everyone around him could hear him mutter a faint, "Oh no."

"What's wrong?" Rias asked as she looked back at him only to sigh when he pulled out the collector's edition magical fairy princess doll to reveal to everyone that it had been crumpled and its arm had actually snapped off as a result of Ben's mysterious attack.

"Sorry about this, Rias," Ben apologised, bowing his head in addition to his words, as he placed the doll on her desk and stepping back slightly.

Rias rubbed her temple with a sigh of exasperation. "What am I going to do with you?" she asked absentmindedly while Ben chuckled nervously. "I guess I can forgive you this time as it wasn't your fault that you were attacked tonight, so I'll let you off this time, but don't let it happen again, okay?"

"Yeah, got it," Ben said quickly, happy that he wasn't going to be punished for something he couldn't control.

. . . . .

The rest of the evening was spent with Rias and the others discussing the contracts they did tonight and what payment they received for them, though Ben wasn't really listening as he was far more interested in trying to find out more about his new Sacred Gears. One thing he quickly figured out was that the dial on the back of the emerald gauntlet seemed integral to what the mysterious Gear could do. His exploring also led him to appreciate the way his crimson gauntlet was designed as the fingerless glove-style it sported gave him access to fiddle with his emerald gauntlet without difficulty. It could've been difficult to use otherwise he imagined as he probed the device further.

As he continued to ignore Rias and the others while he explored his Gears, his fingers brushed against the side of the dial which clearly hit something important as the dial suddenly sprang up an inch out of the back of his hand. He slowly stood up from his seat, his eyes never leaving the back of his hand.

"What's up, Ben?" Kiba asked him, seeing him stand up from his seat but he was ignored as all of Ben's attention was currently diverted towards the dial.

He cautiously touched the dial and was surprised to see that the dial could turn. He continued to turn the dial and was shocked when small holograms of strange creatures and beasts suddenly sprang up out of the centre of the dial to stand at around four inches in height. He continued to spin the dial for a while before deciding to stop on a hologram at random. It appeared, at first glance, to be a creature composed of rock and fire.

"What the heck is this thing?" he asked, turning back to the others and holding out his left arm to them, showing the strange creature standing on his arm.

Rias narrowed her eyes as she looked at the hologram on his arm, moving closer to Ben so as to get a better look at the hologram of the creature.

But before she could take more than a few steps towards him or even make a rudimentary guess as to the creature's identity, Ben's curiosity got the better of him and, before he even knew it, he pressed the dial back down into the gauntlet. As soon as the dial hit the base of the gauntlet, he was suddenly engulfed in a bright emerald green light, causing all of them to either cover or avert their eyes from the brilliant light. Once the light had died down again, everyone returned their gaze back to Ben. As they did so, they all let out gasps of varying volume, their eyes wide at the sight before them.

Ben had seemed to have disappeared into thin air, and in his place there stood the very same creature that he was showing to them mere seconds ago. It was a creature completely composed of magma and covered over by brownish rocks with thin lines of magma to streak across his body. The head of the strange creature seemed to float in fire which rose out of where his neck should have been, holding his head in place. The other thing everybody noticed was the intense heat. The sudden wave of hot air which it released caused the other members of the ORC to take a step back in surprise.

Ben wasn't aware of what happened, not even that he had grown around two feet in height. He was looking at everyone who were looking back at him, totally dumbstruck. It was at this point in time that Ben slowly looked down at himself and saw his new body. Understandably, he freaked out.

"Wow," Kiba muttered in amazement.

"What happened to me!" Ben shouted with fear, confusion, and shock. The last thing he needed in his life was to be stuck like this for the rest of his life.

Rias was the first to speak. "I don't know what you did Ben, but it looks like you've transformed into a demon from the Underworld. From what I can tell, you've become a Pyronite," She said still reeling from what happened to her newest, and now most intriguing servant.

"What? Are you saying I'm a demon now? What the heck is a ' _Pyronite_ '?" Ben bombarded her with questions that anyone in his position would naturally do, hoping for quick and clear answers.

"As you may not already know," Rias began to explain to him. "When the original Devil, Lucifer, fell from Heaven, he used his great power to create the Underworld, a world the same size as this Earth, but intended to be a home for us Devils. As the population of devils is miniscule compared to humans, the vast majority of the Underworld is considered wild and usually avoided due to the other unique lifeforms which came into existence with the Underworld; each with their own unique abilities, lifestyle, and powers. Even after the Fallen Angels came to the Underworld to live after being cast out of Heaven, the total area of land inhabited by our two races still barely exceed greater than around 15% at the very most! The rest of the Underworld belongs to the demons and monsters. Some demons were small and generally liked to be left alone while the largest demons in the Underworld have been known to have the same level of power as a Satan-class Devil, the most powerful of our race, and there were even some ancient powerful demons which are stronger than even the four Devil kings!"

Ben whistled at this, his interest in the Devil world and its geography increasing greatly at these words. If he was now a part of it, he might as well commit to it.

"This particular demon which you have turned into is what we call a Pyronite. If what I remember from my lessons back in the Underworld is correct, they're a relatively powerful race which live in or around the numerous volcanoes that dot the Underworld landscape. They have the power to create and manipulate fire and are on par with a mid-level Devil on their own."

"This is actually pretty cool," Ben said as the initial shock of his transformation slowly subsided, only to be replaced by curiosity as he started moving his arms and hands in slow, deliberate movements, getting a better feel of his new body. Another flash of light, though a lot less brilliant than before, suddenly engulfed Ben for a second before it diminished to reveal Ben back in his normal form. A sudden wave of exhaustion washed over him and he wobbled slightly before his legs gave in and he fell to his knees.

"Ben! Are you alright?" Rias asked with a tone of concern as Kiba and Koneko rushed over to him and helped him to his feet before quickly guiding him back to the sofa where he sat down. Ben collected himself after several deep breaths before replying to Rias' question. "Yeah, I'm fine. I just suddenly felt very weak all of a sudden, that's all. It's already passing." He got his breathing back under control and sat upright again.

"Good," Rias said, releasing a sigh of relief. She looked back at the green gauntlet with a look of intrigue. "It appears at a glance that this Gear…." She gestured to the green gauntlet, "…gives you the ability to transform into a demon, possibly more if those other projections you looked through suggest anything."

Akeno stepped up and stood beside Rias, equally curious about this new development. "Has there ever been such a Sacred Gear before?" she asked with intrigue.

 **[Never before has there been one such as I,]** a deep voice suddenly spoke out, the voice reverberating around the clubroom, surprising everyone by its intensity.

"Who said that?" Ben asked, also looking for where the voice came from.

 **[It was I,]** the voice called out again in the same intense voice.

Ben came to the sudden realisation, as did everyone else around him, that the voice had come from his left arm. They all looked down at it in mixtures of shock and amazement.

"Who are you?" Ben asked, his eyes wide at the thought of something possessing the gauntlet attached to his arm.

 **[Allow me to introduce myself, young one. My name is Azmuth, the Dragon God of life. The Gear which you wield on your left arm is known as the Transformation Drive. I am what you would call one of the Dragon Gods, the All-Father to all Dragonkind! Equal in power to Ophis and only surpassed by Great Red.]**

"You're Azmuth?!" Rias exclaimed in shock, putting her hand to her mouth to hide the gasp which threatened to spill from her mouth. The other devils reacted in a similar way, shocked at this development, though Ben was just as confused, if not more so, than before.

Ben held up his hands, "Wait a minute, wait a minute. Time out here. Still a newbie devil, you know. So you're telling me that there's a Dragon God residing in my left arm? And if you're in my left hand, is there someone in my right hand?"

 **[Indeed there is, young one. The dragon who resides in there is my eldest child, the Red Dragon Emperor, Ddraig. He is in a state of slumber currently and will only awaken when you have grown stronger, young master Tennyson,]** Azmuth said slowly, his rich voice sending shivers up Ben's spine.

"whoa, whoa, whoa there just a second. Are you trying to tell me that the Welsh Dragon himself now lives in my right arm?" Ben asked, his eyes growing even wider than before.

There was a short silence before Azmuth replied. **[Yes, young one. I do recall him being referred to as such. Why? Is that important?]** the Dragon God asked with slight confusion at the look of amazement on Ben's face.

The others looked at Ben's excited look on his face and were just as confused as Azmuth was. "What's wrong, Ben?" Akeno asked him.

"Bloody hell!" Ben exclaimed and ran his left hand over the crimson gauntlet. "This is incredible! I actually have Ddraig himself in my right arm."

"Is that important?" Kiba asked, curiously.

Ben looked up at Kiba and the others, noting their confusion. "You know that I told you guys that I'm British." They all nodded slowly. "Well, I was actually born in Wales…and Ddraig is the Dragon that's portrayed by the Welsh flag! He is my country's signature creature, The Welsh Dragon," he said, still shocked from the revelation and more than a bit giddy.

The others nodded slowly, now understanding the reason he had acted the way he did. He ran his hand over the crimson gauntlet one more time before another question popped into his head. "If the Welsh Dragon lives in my right arm and you're his father…who exactly are you then?"

 **[I think I'll let the young Gremory answer that,]** Azmuth said simply as Ben, eager for answers, looked up at Rias with intrigue as she tore her gaze away from Azmuth's Gear and looked back up at Ben.

"W-Well…as we said before Ben; The world of Devils, Angels, and Fallen Angels also includes demons as well as other creatures on Earth as well as the Underworld. The most powerful race of creatures in both worlds are the Dragons; creatures of incredible strength and power. They had their own hierarchy of leadership, completely separate from the other three races, with the two Heavenly Dragons at the top of the Earthly realm before ascending to the Dragon Gods themselves.

Even before the Great war between our three factions, the three Dragon Gods would keep to themselves. They were Great Red, Ophis, and Azmuth. Although they general kept to themselves, Azmuth was the only God out of those three to directly involve himself in Earthly affairs of any kind. Legend tells how he aided God with the creation of life on Earth, and that he even aided God in creating the Sacred Gears to pass down to Humanity.

 **[The legends were true, young Gremory. I was a close friend to God and aided Him with the creation of His miracles. As I am known as the Dragon God of Life, I care for all forms of life and created the Dragon race to be the ultimate species of adaption besides God's humans that is.]**

"So what does your Sacred Gear actually do, if I may be so bold?" Akeno asked politely, bowing her head ever so slightly for good measure.

 **[You may, miss Himejima,]** Azmuth replied warmly. **[As the young Gremory theorised, my Gear allows its wielder to transform into the many races in both the natural and supernatural worlds with either magical power or the potential to develop it. It also allows the user to absorb the DNA of any species with a single touch. At its full power, you will be able to transform into the most powerful beings in creation, though you are very far from that, young one.]**

"This is incredible! This explains so much! I never imagined I would be meeting you," Rias said with excitement, bowing to the gauntlet.

 **[There is no need to bow, I know who you are, young one. You are Rias Gremory, a member of the Gremory household, one of the more kind-hearted Devil Houses in my experience. I believe you are trustworthy enough to treat my partner fairly. I will speak to you later, partner, but for now I must sleep,]** the ancient dragon said before returning into the depths of the Sacred Gear to sleep.

The room was quiet for a while as Ben sat in his seat, waiting for someone to break the silence while the others simply stood where they were, totally dumbstruck by the recent turn of events. This state of silence continued until Ben coughed bringing everyone back to the here and now.

It was Rias who spoke first. "Well I never imagined in a thousand years that I would encounter the Dragon All-Father himself," she muttered with exasperation before continuing. "This is certainly unexpected. Never before, in all the Gremory family history has the all-mighty Azmuth ever actually revealed himself to anyone other than God Himself. Only He spoke to Azmuth if you don't count the other Dragon Gods."

Everyone was brought out of their stupor when Rias audibly cleared her throat to get everyone's attention, announcing that it was time for everyone to head home as it had gotten very late without them noticing and so they all wished each other a good night and made their way home.

. . . . .

The next morning saw Ben slowly making his way to school a little earlier than he normally would so that he could go over some of the things that had been discussed last night.

He held his left arm, devoid of his Sacred Gear, and recalled what he had been told last night. _'So I have a Dragon God living inside my left arm and the fucking Welsh Dragon himself in my right?! I have say that it could have been worse.'_

His attention was so lost in his own little world he failed to spot the person he walked straight into, her small squeal of surprise being the only thing that brought him back to his senses.

 _'Oh shit, I hit someone,'_ he thought with embarrassment, blinking his eyes as he returned to Earth as he looked down to see the person he had hit and help her up. He froze, however, when she turned around to look up at him he froze where he stood and simply stared at her.

She was a nun! He just had to knock over a nun of all people.

He instantly knew that she was a nun because of the familiar dark teal habit she wore and the white veil which covered her head, leaving only her face slightly exposed as she looked up at him.

Ben suddenly realised he was staring and, with his cheeks turning pink in embarrassment, he bent down and held out his hand for her to take. He did knock her down after all; it was the decent thing to do by helping her back up to her feet.

"Crap, sorry about that. Are you alright?" he asked apologetically as he extended his hand to her.

"It's fine, thank you very much," the young nun said in an incredibly cute voice as she took Ben's hand as he quickly pulled her back up onto her feet. No sooner had he got her back up onto her feet that a sudden breeze swept past them, sending her white veil sailing into the air. It was only due to Ben's quick reflexes that he caught it before the wind carried it to who knows where.

"That was close. Here you…," Ben started but halted when he looked back to see her uncovered face. "…go," he muttered, his voice trailing off as his eyes couldn't look away from her.

She was extremely pretty. That was the only thing he could think of to describe if not simply downright beautiful. She had pretty pale green eyes and long blonde hair which was blowing sideways slightly due to the breeze. She had a flawless face which radiated an aura of pure innocence which only held him in place where he stood, transfixed by that and her beauty.

"Thank you very much," she said sweetly as she placed the veil back on her head and securing it so it wouldn't fall off again. When that was done, she looked back up at Ben with an embarrassed expression on her face. "I'm sorry to ask this of you, but I'm afraid I'm a little bit lost. Would you be able to help me?" she asked timidly before sporting an incredibly cute smile that made Ben's cheeks turn even redder than before.

"Uh…sure," Ben replied, casting a quick glance at his phone to see that he had some time before he was late for school. As the two of them began walking the young nun was heading before Ben knocked her over, Ben looked down at her and asked the question he had in his head. "So are you moving here? Or are you just visiting?" Ben asked, gesturing to the suitcase she held in her hands which thankfully didn't burst open when he knocked her over.

"Oh yes, I have actually been sent here to help out the church in this town, and got lost when I was searching for it. But thankfully I bumped into you," she replied kindly.

"Sorry again about that," Ben said, still feeling guilty for knocking her over.

"It's fine, really," she said sweetly with a beaming smile.

"By the way," Ben said, holding out his hand to her. "My name is Benjamin Tennyson, but I prefer to be called Ben."

The blonde-haired girl smiled up at him and took his hand with her own gentle, soft, and slender hand, shaking it slightly. "Hi, my name is Asia Argento. It's so nice to meet you, Ben. Forgive me for prying but with a name like Tennyson, I can't help but believe that you are a foreigner like me then."

"Sure am," Ben replied with a small smile of his own. Why was it so easy to talk to her? He looked back in front of him as they continued on down the street. "So you're looking for the church in this area, huh?" Asia nodded her head at his question. "I think I remember the way there from here. Shouldn't be too far from where we're standing."

"Thank you for going out of your way to do this, Ben," she said innocently before putting her hands together in prayer, "Thank you Lord for sending unto me a…." Ben suddenly felt an extremely sharp pain erupt in his head and he clutched his head with a sharp hiss of pain escaping his lips. _'What the hell was that?!'_ he thought as the pain disappeared as quickly as it came.

Asia noticed his actions, "Are you alright?" she asked with concern.

"I'm fine, just a headache. I'll be alright after a while," he said, still holding his hand to his head.

Asia looked like she was about to say something but before she could say anything about it, they both turned their heads at the sudden sound of a crying child a few feet away from them.

Without any hesitation, Asia ran over to the young boy and knelt down by his side and held out her hand over his injured knee and, much to Ben's surprise, summoned a green light from a ring which suddenly appeared on the middle finger of her left hand. Even as he watched, the light washed over the boy's injured knee, healing it completely after only a few seconds.

 _'She's got a Sacred Gear too?!'_ Ben thought as he watched the scene take place before him.

"There you go, all better," Asia said kindly to the boy and ran back over to Ben.

They continued to make their way towards the church in silence for a few minutes before Ben decided to break the silence between them.

"So…what was with that thing you did back there?" He decided to pretend he was totally ignorant about Sacred Gears.

"Oh that. It's a special healing power that was given to me by God," she said though Ben could hear a slight hint of sadness in her voice and guessed that there was some history between her and the church concerning her power, though he didn't want to say anything and bring up a sensitive subject.

The two of them turned a corner and, before they knew it, were standing face to face with the church they were looking for.

"Well, here you are then," Ben gestured up at the church before feeling a sudden chill run up his spine as he looked towards the church entrance. _'What the hell's going on now? First the headache from Asia praying and now this. I'll have to ask Rias about it when I get back,'_ he thought as he turned his attention back to the young nun.

"Would you like to come inside?" Asia asked kindly, looking up at him. "I could make you some tea if you like."

"I'm sorry but I have to go otherwise I'll be late for school," Ben apologised as he began to slowly back away from the church. "It was very nice meeting you," he said, bowing in farewell. He noticed that she seemed put down by his answer.

"Oh alright then. It was wonderful meeting someone as nice as you. I hope we meet again," she said cheerily.

"Sure, anytime. If you need any help, just try looking for me," he replied as he turned and started running back down the street towards school. Not noticing Asia waving to him, and then entering the church interior.

. . . . .

(After school)

"You must never go near that church again, Ben," Rias told him sternly.

He had managed to get to school with plenty of time to spare. It was another boring day by Ben's standards and he was on his way to the clubroom through the old school building when he stumbled across Rias in a dimly lit corridor. She was leaning against the wall with her arms crossed and a serious look on her face.

"Why? Is there a problem with going there?" he replied with confusion, surprised at her sudden sternness.

"That church, as well as other places of worship are considered enemy territory. Did you not feel anything when you were near it, or when you were even looking at it?" she asked with a serious tone of voice.

"Yeah, now that you mention it, I did feel a chill run up my spine. It was certainly unexpected, but why did it do that?" he asked, perplexed with what he experienced.

Rias looked at him "That was your devil senses telling you to avoid it at all costs. Not only do we fight Angels and Fallen Angels, we also have to deal with exorcists. These are humans affiliated with the church who wield Sacred Gears. This is because God ensured that humans were the only race who could use and inherit Sacred Gears. Think of it as God's way of levelling the playing field when he created them millennia ago."

"Ben…," Rias continued as she approached him and coming to a stop in front of him. "It's very important for you to remember that if you are killed by a Sacred Gear or a weapon of Light then it will be impossible to bring you back. You become nothing; you simply cease to exist!"

"Are you serious!?" Ben responded, feeling another chill go up his spine.

 **[The young Gremory speaks the truth, young one,]** Azmuth said as a green glow of light, exactly where the dial on his gauntlet would be, suddenly appeared, startling the both of them.

"Azmuth, you're awake again!" Ben exclaimed as he brought his arm up to his chest. He hadn't revealed himself since last night.

 **[Yes. As I was saying, Sacred Gears and Light weapons were originally designed by God with the specific intent of killing Devils, and Fallen Angels later on. I should know after all, I helped design them initially before I disappeared from this Dimension in self-isolation upon discovering what God intended to use them for.]**

"Shit! So you're saying you helped create these Sacred Gear things," Ben exclaimed incredulously. Rias looked equally shocked at this.

 **[Well, yes and no. Only God has the ability to give the Sacred Gears their power! I only helped with the initial designs and construction of the Gears,]** Azmuth clarified before returning to his slumber.

When they were certain that Azmuth was gone for the moment, Rias continued. "It's just as serious as Azmuth said, Ben. You must not underestimate the danger that Light weapons and exorcists possess," she reiterated as she crossed her arms under her large breasts.

"Okay, Rias," Ben muttered, hanging his head low, dejected. "I'll stay away from that place from now on."

Rias sighed at Ben's dejected face. "I'm sorry, Ben. I've been a bit worked up recently and was probably a bit too harsh on you. Come on now, we'd best head to the clubroom," Rias said as she led the way to the clubroom.

"Right behind you," Ben stated as he followed, still reeling from Azmuth's words.

. . . . .

(later)

Ben was sitting alone in the clubroom. Kiba and Koneko had gone out to contracts and he knew that Akeno was somewhere with Rias. He noticed how she rarely left Rias' side.

Ben was thinking; not about Azmuth this time, but about what Rias had told him about the church and how she forbade him from going anywhere near there. He had been too busy being scolded by her that he didn't get the chance to ask her about the strange chill he got when Asia said that prayer.

"She did sound pretty angry with me," he muttered to himself as he leant back into the sofa he was sat on.

"She's not angry with you, you know, just concerned for you," Akeno's voice suddenly spoke up in his right ear.

Ben jumped in shock and fell off the sofa and onto the floor. He looked around to see Akeno with her chin resting on the sofa with a bright smile on her face as she looked at him. "I'm sorry. Did I startle you?" she asked innocently, her innocent smile still on her face.

Ben grabbed his chest where his heart was as he took a few deep breaths to calm himself, "Bloody hell Akeno! Don't do that."

Akeno just giggled and stood up, "I'm sorry Ben," she whined sweetly, though that smile of hers betrayed her true feelings. "But what I said is true, you know. Rias cares for all of her servants, more so than most other Devils."

Rias took this moment to enter the room. She looked at Ben and a small smirk appeared on her lips "This is no time to be lying down on the floor Ben!" she said in mock irritation. Akeno just giggled again.

Ben was looking between the two of them. "But… it wasn't…. It was…. Oh forget it," he said as he got back onto the sofa, Akeno still giggling at his expense. "Anyway. What are you doing here, Akeno? I thought you had already gone home for the night."

Akeno's face suddenly became serious as she turned towards Rias. "I have just received word from the Arch-Duke. There is a stray devil on the loose and we have been tasked with taking care of it. Kiba and Koneko have already been told and will meet us there," she said professionally.

Rias' own expression became just as serious as Akeno's was and nodded in acknowledgement. "Very well, let's go then," she said as she summoned a magic circle in the middle of the room.

Ben got up and joined Rias and Akeno in the magic circle as they vanished, to parts unknown to carry out the grizzly task.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And that's the end of another chapter. I hope you enjoy reading it as much as I enjoyed writing it.**

 **What did you think of that little action scene? That's just the first hint of my own little addition to the DxD story. (Hint: My big boss will be replacing Trihexa in the story)**

 **Now, on to the things I wished to discuss with you all:**

 **Firstly, I have received a review by a reader (thanks for writing that by the way) who was wondering whether I will be adding a Balance Breaker or Juggernaut Drive to the Boosted Gear. To be honest with you all, I wasn't planning on doing it. I was going with the idea that he is already powerful with his transformations which will also include canon and original Ultimate forms (I plan to use the aliens up to and including UAF. I didn't care much for what came after that) and that could make my character too OP for the story. However, this is just as much your story as it is mine so if I get some reviews from people to tell me what they think, I will do my best to include them into my story.**

 **The second thing I want to talk to you about is the naming of my demons. For experienced Ben 10 fans, you'll probably recognise the demon he transformed into was actually Heatblast (I made it him to mimic the first alien Ben turned into in the cartoon). Pyronite was just the name of the species. I want my story to be different from other Ben 10 stories and that includes the naming. My intention is to have Azmuth shout out the name of the species name instead of Ben's little nickname for them. But again, if you guys want me to stick to the recognised names then I will do so.**

 **Please leave a review so I can tell what you think of my story and until next week: That's all folks!**


	5. Shitty Devils and Sadistic Exorcists

**A/N: Hello once again everyone. Wow! I cannot believe I've already got 50 favs and follows for my story, and from just five chapters no less. I expected at least another two or three chapters before I got those numbers so thanks a lot everyone.**

 **I apologise in advance if you think that this chapter, not including the A/N, is a bit too short. I know I said I was going to try and average around 8k words a chapter but I had to cut off the chapter where I felt was best for the story. I promise I'll make it up to you next week.**

 **I appreciate everyone to take the time and give me an honest opinion for what they thought of my story so far. I read your reviews and I'll answer some comments and questions at the end of this chapter.**

 **(*Disclaimer here*)**

 **Enjoy!**

 **. . . . . . . . . . . . . . . . . . . .**

"So what exactly is a 'stray devil'?" Ben asked curiously.

He was standing standing outside an abandoned warehouse on the outskirts of town with both Rias and Akeno. They were waiting for the last two members of their group who still had to arrive from their prior engagements.

"You recall the war that Azmuth faintly touched upon?" Rias asked, looking up at the sky.

"Yes. It was a long war that involved the Devils, Fallen Angels, and Angels, wasn't it?" Ben recalled.

 ** _[I wonder if the war is still in effect? I was sealed in the Gear while the fighting was still happening,]_** Azmuth asked, though this time it was only heard by Ben.

"Are the factions still at war with each other?" Ben asked, relaying Azmuth's unasked question through his own voice.

"Thankfully no. All three sides lost so many troops in the war and devils were no exception. We lost so many Houses that made up the 72 Pillars, the great Clans that made up the distribution of power in the Underworld, that all but 33 were completely wiped out by the end of the war," Rias explained, turning away from the darkening sky to look at him.

"But there was no official declaration to end the war?" Ben deduced from what Rias revealed to him. "Kind of like a state of 'Cold War'?"

"Yes, in a sense. All sides still keep their defences up in case the war should ever start up again, though neither side seems eager to start the fighting again," Rias said.

"But what does this have to do with the 'stray devil' problem?" Ben asked, confused.

"With the loss of so many Pure Devils in the Great war, a change had to occur in order for our survival. This much needed change in our society occurred by establishing a system where a chosen devil is able to reincarnate humans as devils and imbue them with the characteristics of specific chess pieces. This system was dubbed as the Evil Piece System by its creator. Each member of that devil's peerage has a particular skill in accordance to the piece used to reincarnate them. A devil can have a maximum of 15 members in their 'peerage'. When a member of a peerage kills their master or simply runs away without their master's consent then they are classed as a stray and 'dealt with'…permanently." Rias said the last part slowly, as if to emphasise the point.

Ben gulped at the thought. _'Must remember that for the future.'_

"Wait. Which chess piece am I then?" he asked with intrigue. 

"You are a…." Rias' answer was cut short by the sudden arrival of Kiba and Koneko.

"Hey guys, sorry we're late" Kiba said as the two of them jogged up to the group, coming to a stop right in front of them.

"No need to apologise, let's get this over with. Akeno what do we have this time?" Rias asked as they all looked towards the building.

"This particular stray devil rebelled and killed their master. According to the reports I received, she has been luring people into this building and _eating_ them," Akeno explained in a serious tone.

 _'I don't think I have ever heard her speak like that before,'_ Ben thought with surprise, and he was right. He had only heard Akeno speak in a joyful, playful, almost carefree tone of voice. _'This must be more serious than I originally thought.'_

With everyone gathered together at last, they slowly headed into the building, keeping an eye out for potential ambushes. The building appeared, at first glance anyway, to be completely deserted. Their footsteps reverberated all around the entrance plaza, the only thing cutting through the silence.

"So where is it?" Ben muttered quietly, indecipherable to most, but not to the devils he was with who could all hear him clearly thanks to their enhanced hearing.

"It's here, somewhere," Rias replied just as quietly as she led the way further into the warehouse, her peerage right behind her.

"Hey Rias, you may want to come have a look at this," Kiba called out in a hushed voice. Everyone glanced around to see him standing just outside one of the many abandoned offices in the lobby.

Ben was extremely concerned to see that Kiba had a look he could only describe as nauseous. What could make a devil like him nauseous?

He and the three other club members made their way over to Kiba and stared in the room he was indicating, gasping in shock at what they saw.

Bodies. Mutilated, half-eaten bodies which lined the edge of the room with the floor darkened by the sheer amount of dried blood which covered it. From what he could stomach to see, Ben counted as many as a dozen separate bodies, if not more, each having gone through varying levels of decomposition littering the ground.

It soon became too much for Ben as the sudden smell of rotten flesh and decay entered his nostrils. He clamped his hand over his nose and mouth and stepped away from the room and began to heave as he fought to prevent himself from throwing up.

"Are you okay, sweetie?" Akeno asked with concern, looking away from the room and back at him.

Ben raised his free hand and waved her away. "I'm fine," he gasped through deep breaths and gulps to clear his throat. "It's just that…I've never seen a real dead body before."

"Haven't you already been killed yourself?" Koneko muttered in her standard emotionless tone.

Ben looked up from the floor and gave her an exasperated look. "That may be true, Koneko, but I never actually got to look at my dead body, did I?" He glanced over at Rias and gave her an apologetic look. "Sorry about this, Rias," he muttered as he finally got his breathing back down to normal.

Rias gave him a warm smile. "It's okay, Ben. It would have been strange if you had reacted in any other way." She looked back into the room where the rotten bodies were. "This is worse than I previously imagined. This must be where the stray devil stores the leftovers from her kills. Let's keep going."

There was a collective nod from everyone and they made their way further into the warehouse and soon found themselves in the warehouse's large open storage area.

"Are you familiar with chess, Ben?" Rias asked as they stood in the doorway to the storage area.

"What, the board game?" Ben replied, looking at the red-haired devil standing beside him. "Yeah, I'm familiar with it. I know the pieces fairly well at least."

"That's good. It'll make explaining a lot easier," Rias said with a small smile. "Okay Ben, I want you to sit out of this one and simply observe on how we fight as a team for future reference. Okay?"

"Sure," Ben said with a nod of understanding. Rias returned his nod with another one of her beautiful smiles and continued into the room with the others following close behind.

"Who disturbsss usssssss?" a slimy, venom-filled voice suddenly called out from the end of the room and drawing the group to a sudden stop. As the group watched, they could see slight movement from behind a large pillar as the stray devil revealed itself to be a…

Ben didn't exactly know what to call it other than repulsive. What he was looking at was a creature whose head and entire upper half was that of a naked woman who had large fangs instead of teeth. Her, or rather it's, hair was wild and falling out in places, leaving large bald patches. However, it was the lower half that repulsed Ben the most as it looked like it was composed of multiple creatures. It had four legs, each equipped with sharp claws, a pair of gigantic muscular arms which also had claws, and a long hissing snake for a tail. At first glance it looked to Ben like some perverted, monstrous recreation of a centaur.

Ben was suddenly drawn back to her breasts, though not to ogle at them. Far from it. He was disgusted when he saw a magic circle appear around both of her nipples, which had now stretched out from her breasts by about two inches and looked more like the nozzles of guns. As he was staring at her with disgust, she suddenly started laughing manically, with a malicious look in her eyes.

"Please tell me she's not going to…." Ben's question was cut short when she fired some sort of yellowish liquid at them.

"TAKE COVER!" Ben shouted as they all dove out of the way, avoiding the undoubtedly dangerous liquid. Ben looked back to see the yellowish substance slowly melting its way through the wall behind him. The yellow shit in her breasts was acid!

 _'Great, so this thing fires acid from its breasts. Of course, why wouldn't she?'_ Ben thought, sweatdropping.

 ** _[This creature is very weak. You wouldn't have any trouble taking it down if you had to,]_** Azmuth said confidently though Ben had a hard time believing him with what he was looking at.

The stray's pre-emptive strike acted as the signal for the devils to launch a counterattack. Ben stayed back as ordered, standing beside Rias while the others spread out around it.

Kiba made the first move by suddenly disappearing into thin air, much to Ben's surprise. He was about to ask her about it but Rias beat him to the punch.

"As my knight, Kiba possesses its trait of enhanced speed and is able to strike at my enemies before they can tell what hit them," she explained as she watched the fight take place.

Just as she finished explaining, Kiba suddenly reappeared right in front of the hideous creature and struck it with several lightning fast flurries with the sword he wielded in his hand. The stray devil screeched in pain as her arms were severed, falling to the floor with a clatter. She reared back as her large chest cavity seemed to open outwards, revealing a massive set of jagged teeth. Before anyone could react to this, she launched herself forward, on top of Koneko who was standing directly in front of her, and engulfed her entire body in its massive jaws.

"KONEKO!" Ben shouted with worry and was just about to rush to her aid when he was suddenly stopped by Rias.

"Have no fear, Ben," she said calmly. "Koneko is my Rook, and as my rook she possesses unparalleled strength, she would have hardly been scratched by that."

The beast's gigantic jaws suddenly started to slowly open, despite the effort Ben could see the stray devil was exerting in trying to keep them closed, to reveal Koneko with her arms outstretched against the sides of the creature's jaws. Rias was right with what she said about Koneko; she didn't look fazed at all by the fact that she was just nearly eaten. Once she had opened the stray devil's jaws to the widest they could go, she struck the beast with her fists, smashing the devil's teeth into smithereens and sending the stray devil crashing through a pillar, destroying it in the process.

Unbeknownst to anyone, the stray devil's arms which had been previously severed thanks to Kiba suddenly sprang to life and launched themselves at the target closest to them; Rias. It was only due to Ben catching sight of them out of the corner of his eye that he was able to react in time. He dove forwards, acting on pure adrenaline and instinct, and swooped Rias off her feet, getting her out of the way of the large arms as they struck the spot where she was standing mere seconds ago.

Kiba and Koneko noticed the commotion behind them and launched into action, quickly taking out the severed arms which disintegrated into thin air. They looked to their leader and youngest devil comrade to see him leaning against an intact pillar, slightly dazed from the back of his head smacking against the pillar, with Rias sat in his lap. When his vision cleared up, Ben looked down to see where Rias was sat and felt himself blushing brilliantly. Rias gave him a cheeky smile and patted his cheek teasingly. "Thank you very much for that, Ben," she said sweetly before getting off Ben's lap, much to his relief, and stood back up and looked back at the stray devil as it began to pick itself up from the ground again.

"S-Sure, no problem," Ben muttered, his cheeks still flushing bright red as he too rose to his feet.

"That was a naughty thing you did just then," Rias scolded as she looked towards the angry beast and then towards her vice-president. "Akeno. Please could you take care of her?"

"Sure thing Rias," Akeno replied while making her way towards the stray devil with a sadistic smile on her lips.

"Is Akeno your Queen then?" Ben asked, finally calming himself down.

"Yes she is," Rias replied. "And as my Queen, she has the combined power of all the other pieces, except the King of course." Rias looked back to Akeno who was staring at her. "Do your thing, Akeno."

"Sure thing," Akeno chimed as she was consumed by a quick flash of light which soon dissipated to reveal her school uniform had been replaced by a white kimono with red lining. "You're not the only one who loves it rough. Let's have some fun, shall we?" she said to the livid stray devil with a sadistic smile and, from what Ben could tell, a hint of excitement in her voice.

"You've been a naughty devil, and now I have to punish you!" Akeno gasped with a heated expression on her face as she ran her tongue over her lips seductively.

"And she's _really_ into S&M," Rias added simply as Akeno struck the stray with a bolt of electricity.

 _'She gets off on this?!'_ Ben thought incredulously as he gulped at the seductive noises escaping from Akeno's throat.

 ** _[These particular devils do seem a bit…unique,]_** Azmuth said with a low chuckle. **_[They're certainly more interesting than the devils I met in the past.]_**

"Akeno, I think she's had enough," Rias stated as she walked towards the smoking devil after Akeno had stopped her attack and stopped in front of the beaten devil.

Akeno seemed put out by this piece of news. "Aww, already?" she asked with disappointment in her voice.

"Viser. You betrayed your master and have ran away to fulfil your lustful wants and desires. In the name of the Great Marquis of Gremory, I end your existence and grant you death," Rias announced sternly. The stray devil was too injured to try running and looked absolutely terrified of the crimson-haired beauty before it. A dark aura suddenly engulfed the devil and crimson energy struck her creating a bright red light and powerful explosion. When the dust settled there was only a crater from where the devil had previously been.

"Woah, Rias is powerful!" This was the only statement Ben could make at the time as he stared at the destruction she had wrought just then.

"Yeah," Kiba agreed as he came up to Ben and stood beside him. "There's a reason she is known as the Princess of Destruction!"

"Game over," Rias muttered and looked back to her peerage. "Come on, let's go home."

They started to head out before a thought suddenly came to Ben.

"Hang on" Ben said abruptly. They all stopped in their tracks and turned to look at him. "What piece am I then out of curiosity? How do I fit into this game?"

"You are a Pawn," Rias said simply and continued walking out of the warehouse.

Ben was initially disappointed that he wasn't a unique piece with cool abilities and was about to voice his disappointment. This was until he thought about it deeper and realised something: From what he knew about the game of chess, the Pawn may have been seen as a weak piece but it was unique in many aspects that gave it advantages over the other pieces. It's ability to upgrade to another piece being one of the biggest.

 ** _[You are the glue that holds your team together. Just another reason to get stronger for them,]_** Azmuth stated plainly and Ben found himself agreeing with him.

When they left the empty warehouse, Rias created a magic circle to take everyone back to the clubroom and everyone went to stand in it, but as Ben went to stand in it Rias put a hand on his shoulder, holding him back. "I'm sorry Ben, but there is one quick thing that I would like you to do first…."

. . . . .

(A few minutes later)

Rias was sat at her desk, in the clubroom with everyone else there, except Ben as she had asked him fulfil another summoning request as he still lacked experience.

Rias was deep in thought about many things, as per usual. The state of the three factions, her own personal problem with her family. The list went on. However, the hot topic that she was thinking about at the moment was Ben, particularly his Sacred Gears.

The level of power that they each gave off was astounding. She hadn't seen him use them yet but the crimson-haired devil could tell that they were incredibly powerful. What were the odds that Ben would have two Gears, both holding dragons, and one of them with the Dragon All-Father Himself sealed in one of them?! She couldn't quite get her head around it.

"Penny for your thoughts," a friendly voice called out from her side.

Rias looked up to see Akeno standing in front of her. Kiba and Koneko were relaxing on the sofa, Kiba drinking tea while Koneko had gone back to eating her snacks.

"I was just thinking about Ben's Sacred Gears," Rias admitted as she rested her chin in her hands.

"I know," Akeno admitted with equal interest on the subject. "I still can't believe we now have Azmuth with us, as well as Ddraig. I couldn't even begin to imagine what power he will have. I mean, he's an actual Dragon God! Even if his power has been drastically reduced in the Gear…."

"He would still be a power to be reckoned with," Kiba finished as he glanced at the two devils from his spot on the sofa.

"I don't know," Koneko muttered quietly as she continued to eat her snacks. "He seems to be a pacifist. I don't think he'd do well in a fight."

"I don't know," Kiba replied with a smile on his face. "I think we'll be surprised by what he's capable of."

"Do you think it will be enough, at the moment, to help us with the 'Phenex' problem?" Akeno asked quietly, so quietly in fact that Kiba and Koneko didn't hear it.

"I don't know. Ben still has a long way to go before he can…," Rias began, but stopped mid-sentence when she felt something wash over her. Her eyes widened and she suddenly realised that she felt that Ben was in great pain. She looked up to see that Akeno had felt the same thing as her, her eyes were like saucers. They both came to the same conclusion….

"BEN!" they said loudly, standing upright and startling both Kiba and Koneko.

"He's in trouble!" Rias said as she cast a magic circle. "Quick! Everyone get in. Ben needs our help!"

The others quickly got onto the magic circle without a second's hesitation as it took them to deal with whatever trouble Ben had found.

. . . . .

(Fifteen minutes earlier)

"Why did I have to go," Ben grumbled as he walked down the street to the contracts house.

Just after dealing with the stray devil, Rias had informed him that a devil had just been summoned and she had decided to send him because he still needed the experience. That, and the fact that everyone else was overbooked. So, while they all teleported to the nice, warm clubroom here he was, freezing his ass off, walking to the contract. Though it wasn't that far; some luck at least.

When he finally arrived at the house, he rang the doorbell. "Hello, dial-a-devil answering your call, one devil to be delivered at earliest convenience, courtesy of Rias Gremory," he muttered with a hint of sarcasm in his voice. When nobody answered the door, Ben became confused and knocked on the door but retracted his hand back instantly when the door slowly swung inwards, revealing a dark and empty hallway. Ben, giving into his curiosity, slowly walked into the dark house. As soon as he set foot through the threshold he immediately felt something, though he couldn't quite describe it, he did recognise it from somewhere before. The same feeling came over him when that young nun, Asia, said a prayer after meeting him. ' _Could they be linked?'_ he thought as he continued further into the house.

He stumbled around momentarily until he came to a dimly lit living room. It was lit by only a few candles and so was almost impossible to see anyone, if they were human that is. But even with his devil eyesight, he couldn't see the client anywhere, that's not considering if they were even here at all.

"Hello. Is anyone here?" Ben called out as he stepped into the room. "Please say something if you are."

Ben had never been a fan of horror movies like his parents and sister were but he had seen enough to know the setup for one when he saw one, and he was standing in the middle of one right now. Dark house, lit up by candles, no one else here apparently. He was completely freaked out by all of it, but at the same time confused as to why he hadn't already left for some reason.

 _'Why the hell am I not already getting the fuck out of here!'_ he thought as he stepped further into the living room.

 **[Keep an eye out partner. I'm sensing we're not alone,]** Azmuth muttered quietly, the back of Ben's left hand lighting up momentarily as he spoke.

"Way to make me feel better!" Ben hissed quietly back to the ancient dragon.

As Ben moved into the room, he came to a sudden halt when he suddenly heard a small splash below him. He looked down and realised he was standing in some sort of dark liquid. "Oh great!" he muttered under his breath angrily. "Just what I needed. What is this, some juice or something?" he wondered as he reached down to his raised foot and felt the liquid with his fingers. When he brought it up to his face he froze when he realised what it was.

Blood!

"Shit! Shit, shit, shit. This is blood. What the hell is going on?" he whispered fearfully as he backed away from the pool of blood. He looked down at the pool and followed it until his eyes came across a decapitated body in the dark corner of the room. That had to have been his client at one point. Ben felt sick and was about to make a run for it when suddenly….

 **[Ben, behind you!]** Azmuth cried out in warning.

Ben reacted instantly to Azmuth's heads up and he dove to the side, out of the blood, just as a bullet blasted the wall where he was just standing a second ago.

 _'Crap! I knew I should have run as soon as I sensed that strange sensation. Rias told me it was a warning,'_ Ben thought, angry at his own stupidity for not heeding Rias' words.

"Punish the wicked and smite the followers of evil. Wise words, don't you agree?" a malicious male voice called out in the darkness; from where, Ben did not know.

"Who are you? Why did you kill him?" Ben asked, scared out of his mind, but angry nonetheless.

A figure slowly emerged out of the shadows. He looked to be around his very early twenties. He wore priest's clothing, but the thing that freaked Ben the most was the sadistic smile on his face accompanied by his slightly tilted head, giving him an extremely maniacal look. He held a large pistol in one hand and a sword which seemed to be made out of Light in the other. This all complied into a sadistic and insane serial killer.

"Why did you kill him?" Ben asked again with anger in his voice.

"Because he was scum. Lowly human scum. All humans who summon devils are terrible sinners, didn't you know this?" He let out a psychotic laugh which sent a shiver through Ben entire body. "Here you can have this part of him if you want," he sneered as he threw something at Ben's feet.

Ben looked down and almost threw up immediately. It was a head! His clients head! Ben backed away from the head as quick as he could, leaning against a wall. "You're sick!" he gasped as he looked back at the sadistic priest.

The priest just laughed again, "Why thank you. Allow me to introduce myself." he bowed slightly. "My name is Freed Selzen and I shall be your exorcist for this evening," he announced as he let out another spine-chilling laugh.

 _'Exorcist?!'_ Ben thought with fear. His mind raced back to Rias telling him about exorcists being one of the groups that seeks out devils and kills them with their Holy weapons. He was scared beyond belief at this point but kept himself together with the knowledge that falling apart now wouldn't help anyone, least of all him.

Freed slowly walked towards Ben, his sword raised and pointed directly at Ben. "I'm going to fuck you up! First I'll cut out your demonic heart and then I will shoot all your limbs off; leaving your head of course. I will add that to my little…collection." Laughing again, he fired his gun at Ben but he was able to block it just in time when he summoned his Sacred Gears and brought his left arm up to block the bullet before it hit him. The bullet struck the back of the gauntlet and sent a painful shock up Ben's arm as he recoiled from the attack.

Freed growled and lunged forward with his sword aimed at Ben's stomach but Ben was able to leap back just in time, narrowly avoiding the deadly blade.

Landing on the other side of the room, Ben looked back at his gauntlet and sighed in relief when he couldn't see any damage anywhere on it but it still hurt like a bitch.

 _'Fuck, this hurts!'_ Ben thought with a slight grimace. He stood up and brought his gauntlet up to his chest. _'I guess it's time to see exactly what you can do, Azmuth,'_ he thought determinedly and brought up the dial on his gauntlet, not noticing the little surges of energy surging through the gauntlet.

 **[Wait Ben! It's too dangerous to transform now. He's…,]** the ancient dragon tried to warn but Ben couldn't hear him, so lost he was in anger at the priest's bloodlust.

"let's see how you like this Freed!" he cried out as he slammed the dial down on the Pyronite form he had transformed into before, engulfing him in emerald green light.

 **[Transform: Piscciss Volnn!]**

The light was so blinding that Freed was forced to cover his eyes with his arm. When the light died down, Ben had been replaced by a large humanoid fish-like creature. It was grey in colour and was covered mostly in scales. It looked similar to a grey eel, except it also had legs, feet, and a large jaw full of razor sharp teeth.

"What the hell am I?" Ben asked, now with a deep raspy voice as he looked down at his new form.

 **[I tried to warn you Ben. When that exorcist shot my Gear, it scrambled up the DNA sequencer inside it. Because of this, you can still transform but you will have no control over what you become until I can remove the issue from the Gear. I would suggest that you finish this fight quickly, partner, as this demon can't breathe air that well,]** Azmuth warned before disappearing into the Gear to fix the damage.

"What the hell!" Ben cried in shock as he slowly started to feel himself slowly dehydrate, just as Azmuth had warned him.

"I don't know what hell spawn you turned yourself into and I don't really care. I'll kill you, regardless!" Freed cried maniacally as he lunged towards Ben again.

Ben nimbly sidestepped Freed's sword thrust and delivered a powerful backhand on the exorcist which launched him into the opposite wall, crashing through the wall by the force in which he hit it.

"I'd best make this…quick then," Ben gasped as he fell to his knees, overcome by a sudden wave of breathlessness.

As Freed crawled out of the hole in the wall, his smile completely gone from his face now, and pointed his pistol at Ben. "Just fucking die!" he bellowed as he fired several shots which Ben dove behind a sofa to avoid. He was able to avoid all but one which lodged itself in his side. Ben held his side, groaning in pain. Even when he had transformed, these Light bullets hurt like fuck.

 **[Hurry up Ben, you're slowly dying! I'm doing what I can to help,]** Azmuth said, getting more and more concerned at Ben's deteriorating condition.

"I'm…doing…my best," Ben gasped breathlessly, feeling himself getting light headed every now and then. Knowing that he would lose conscious soon if he didn't do something, he lunged towards Freed, grabbing him by his collar. Keeping a firm hold on him, Ben slammed the sadistic exorcist into the wall, creating another small hole, and then slammed him into the coffee table in the middle of the room. Freed was now bleeding heavily in several places and covered in bruises, but he was still conscious. Ben pulled his fist back to either knock him out or finish him off, whichever Freed was able to handle.

"AARRGGHHH!"

Ben turned his head in the direction of the sound of the feminine scream and saw, to his great shock, Asia standing there before him, looking terrified at the sight of this large creature which had massive teeth as sharp as any sword standing before her.

BANG!

Ben snapped his head back at the sound of the gunshot which was quickly followed by three more similar shots and fell back in a sharp cry of pain, letting go of his prey in the process. Freed had shot him in the stomach, and it hurt like hell! Ben fell to his side and collapsed on the ground, partly from the gunshot, and partly because he had nearly completely run out of breath. His vision was slowly going blurry. Was this where he is going to die? What happened when he died when he had changed forms?

Just as he was blacking out, another blast of light engulfed the room, blinding both Freed and Asia and revealing Ben back in his normal form when the light disappeared though he was far from being considered in good shape. He was bleeding from several new holes in his body from where Freed had shot him.

"Ben?" Asia asked in utter shock upon seeing the one who had escorted her to the church yesterday.

 _'What…happened?'_ Ben asked Azmuth in his head as he was unable to use his mouth which was taking in deep breaths to refill his depleted lungs.

 ** _[It's a safety feature of the Gear,]_** Azmuth explained in Ben's head. **_[When you become either too injured or unable to sustain the form any longer then you will be returned back to your normal form.]_**

A pair of boots filled his view to reveal Freed standing in front of him, looking down at him with disgust and anger. "I was just going to kill you quickly. But now…." He spat at Ben. "Now I am going to make you suffer for your sins, filthy, shitty devil!"

He pulled his foot back and kicked Ben in the gut with all his might. The kick filled Ben with excruciating, mind-numbing pain. Freed flipped his hold on his sword and impaled his sword in Ben's thigh, hamstringing him and preventing him from getting back up onto his feet as his leg became pinned to the floor by the sword. Freed then proceeded to continue kicking Ben in the ribs with all his might. Ben heard some cracking noises through the terrible pain and knew that Freed had broken some of his ribs from his onslaught.

"Please stop this!" Asia screamed after recovering from the revelation that the monster from before was her first and only friend in Kuoh. "Please stop hurting him."

"Why?" he shouted furiously between each kick, "He's…just…a…shitty…little…devil!" His last kick connected with Ben's face, blurring out his vision temporarily and from the soft crack and subsequent warm liquid which trailed down his face, Ben could tell that his nose had been broken. Freed then stepped away from Ben, removing his sword from Ben's leg, causing Ben to faintly groan from the additional pain. "Anyway. Why are you here?" he asked Asia, turning around to face her. "You were supposed to be maintaining the field so none of his shitty little devil friends knew where the fuck he was, let alone come here to help him," he exclaimed manically.

Freed turned back to Ben who was bleeding heavily from the severe beating he had received and, when he tried to, found he couldn't move his body at all, both because of the blinding pain he felt in his chest and the pain from the sword which had just been pulled out of his leg. The pain was blocking out all other feelings in his body and he barely noticed Freed as he slowly raised his sword above Ben's head. "Now I shall add another shitty devil's head to my collection," he said with a sickening grin on his face.

Just as he was about to decapitate Ben, Asia stood in between them with her arms spread out in a protective manner. "Please don't hurt him, I beg you. Have mercy. He's my friend. There is goodness in him," she begged as Ben could see the glisten of tears as they fell down the corner of her cheeks. Ben couldn't see Freed's reaction, only hear him as he quickly became livid at Asia's actions.

"Friend?! We don't make friends with shitty devils, or have you forgotten our orders from the Fallen Angels to avoid any form of contact with them. And now I find that you're making friends with them?!"

Ben heard a sharp 'SLAP!' then a cry of pain as Asia fell against the wall, a crimson red blotch on her cheek from where Freed had slapped her.

"Have you lost your FUCKING mind?!" he bellowed manically as he walked towards her, raising his sword high only to quickly bring it down again, cutting clean through her Habit and bra, and causing her bare chest to be exposed to the room. Asia let out a cry of embarrassment and quickly covered herself and backed away from Freed.

"Leave…her…alone," Ben wheezed through coughing fits of blood, which now formed a large pool around him.

Freed grabbed Asia's wrists and restrained them above her head with his sword. "I was ordered by the Fallen Angels to not harm you. But you know what?" he shouted, forcibly grabbing one of her breasts and roughly molesting her. "I just don't give a flying fuck anymore. Why shouldn't an exemplary priest such as myself, do what he wants do to a deceiving, lying whore such as you?" he said, slowly running his hand up the inside of her thighs, causing her to cry out in fright.

"Please. Don't hurt me!"

"Leave…her…alone!" Ben wheezed again and tried to move but, once again, found himself paralysed by pain whenever he moved. He gritted his teeth and fought to remain conscious as he pushed himself off the floor only to fall back against the wall.

"Well, what do you know?" Freed said with his sadistic smile back on his face. "You're just like a cockroach aren't you? You just simply refuse to die. Guess I'll just have to finish off the job before I have my fun with this little slut." He removed his sword from the wall, causing Asia to fall onto a heap on the floor.

 _'Looks like this is it,'_ Ben thought as his head fell limply against his chest, his closed his eyes as he accepted that his end had come…again!

But his end didn't come.

Ben opened his eyes slowly and realised that he could hear Freed clashing with someone else's sword. Who was it? He couldn't find the strength to lift his head up, no matter how hard he tried. "Who the fuck are you?! This devil's fuckbuddy? Let me guess you're the pitcher and he's the catcher," he heard Freed cry out.

"What a vulgar and foul-mouth you have. Are you sure you're a priest?" another voice replied. Wait a moment. He knew that voice!

Kiba!

"Oh goody. An exorcist," another familiar female voice called out emotionlessly.

Koneko!

"This looks pretty plain. Are you trying to mess with one of us?"

Akeno!

What the hell were they doing here? Not that he was complaining for the help.

"What the hell is going on here? Is it a gathering of devils for me to slay? Oh goody!" He heard Freed start to laugh manically.

"Nobody hurts one of my servants!"

"Rias!" Ben wheezed quietly, unable to see her face but recognising her strong voice nevertheless.

"Well look who showed their tits. Oh dear. It looks like I already hurt him, sorry about that," Freed laughed again and lunged at Kiba with his Light sword. Kiba blocked it and they began to engage in a deadly dance of blades, each one trying to end the other.

"Oh no. Ben!" Rias exclaimed, her voice full of concern. He felt saw a slender hand enter his view and cup under his bloody with their soft fingers and slowly and gently bring his head up to come face to face with Rias Gremory herself. He felt a wave of pain run through his body and a sudden coughing fit took over him, spewing blood down his already bloody front whole some specks of crimson blood landed on Rias' face, spoiling her flawless skin.

Ben saw this through his blurry vision and tried to apologise for what he did. "S-Sorry," he mumbled as more blood trickled down his chin, onto her soft hand, though Rias didn't seem fazed by it at all and remained where she was. In fact, she became even more concerned than before.

"Hush now. Don't worry about that. It's ok, I'm here now," he heard Rias say in a gentle voice as she cupped his bloody cheek with her other hand and rubbed his cheek with her thumb, gently. "It looks like we got here just in time," she said back to the other members of the Occult Research Club behind her. "Akeno, Koneko. Help me get him back to the magic circle. We need to get him out of here, now!"

Ben suddenly felt himself being lifted up off the ground by strong but equally gentle hands. His head fell back down limply against his chest. He then felt himself being carried across the floor with his legs dragging along it due to his height, though he couldn't hear any sign that they were struggling with him.

Out of his blurry peripheral vision, he could vaguely see Asia leaning against a wall, still covering herself from Freed's attack and wanted to say something to the others but found he couldn't speak. Whenever he tried to, he couldn't find the strength to utter a word.

"Kiba! We need to leave now before any Fallen Angels get here," Rias called back to her Knight as she summoned a magic circle to take them out of there.

Suddenly there was a flash of bright red light and Ben saw that they were all gathered on the magic circle just before it engulfed them in crimson light and teleported them away, back to the safety of the clubroom.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And there you go. I hope you liked it. It was about time I added a bit of combat into my story. The wrong transformation was another little homage to the cartoon show but, while I plan to add another little scenario like this again, that will be the last one. I don't plan on having Ben continue to transform into the wrong form.**

 **I didn't get this chapter looked over by my beta reader unfortunately (He had other he needed to take care of) so if you found any errors with my story, I'm sorry and hope you can forgive me.**

 **Now onto some of the questions my readers had:**

 **Emblemfan1: - Thank you for telling me how you feel. I don't plan to change Azmuth's personality too much from you have seen because that's how I picture him sounding as a dragon, but thanks for your input.**

 **I think I will take your idea on names into account and will put it into my story as it progresses. I think I'll go with Azmuth calling them by their proper names the first few times he transforms into them, but he will call by their widely recognised names for everyone reading the story to identify.**

 **Johnathen: - I promise I will add more aliens into the story as it progresses and I will say this right now that I will NOT be putting in shite ones like The Worst or Walkatrout. You have my word on this.**

 **Nivek Beldo: - I appreciate your honest opinion. It is what I asked you guys for. The reason I chose to change the character is because I wanted to be different with my story and the reason I chose some of the differences (such as him being British) is simply because some of those traits are similar to me and I wanted to put a little 'me' into the story. I hope that's not too arrogant.**

 **The sister isn't particularly pivotal to the story. It's just another random change I added/ I said in the beginning of the story that there was going to be absolutely no link to the cartoon in any way for my story. If there are others who hoped that they'd meet some actual aliens in this story, I'm sorry but that's not the direction I want to go in.**

 **I have absolutely nothing against Julie personally. As you pointed out, she had a Japanese name (If it isn't then I apologise) and I saw it as an opportunity I just couldn't miss.**

 **I don't really get what you're asking with the honesty question but my character will not be like Issei with his perverted mind. He will want to help others because that's the kind of person he is.**

 **. . . . .**

 **I would like to end with this. Thanks to the responses I got, I've made a decision about the names for the transformations and will put that into action later on. Now though, if it's not too much trouble. I would like your opinion as to whether I include a Balance Break for Ddraig or even Juggernaut. Personally I think Ben would be extremely powerful with his current Gears, especially with the ultimate form Balance Break for Azmuth.**

 **See you next week and don't forget. If you have any questions or queries, don't hesitate to review or PM me.**

 **Bye!**


	6. A day out with the nun

**A/N: Welcome back everyone!**

 **Bloody hell! Not even a month since I started and I've now got over 60 followers and nearly 60 favs! Wow…just wow. Thanks everyone and thanks to those who left a review for me.**

 **I'll answer more reviews at the end of the chapter (Might do that regularly as long as I've got reviews to answer) but for now here's the next exciting chapter.**

 **Hope you enjoy!**

 **(*Disclaimer bullsh*t here*)**

 **. . . . . . . . . . . . . . . . . . . .**

The clubroom for the Occult Research Group was empty at the moment and as quiet as a mouse. It had been occupied, not 15 minutes ago when the occupants, devils from the peerage of Rias Gremory had teleported to the aid of their newest member who was engaged in combat with a, then unknown enemy and bring him back to safety.

The eerie silence was broken all of a sudden when a red magic circle with the Gremory family crest engraved on it suddenly appeared on the floor of the clubroom and the quiet peaceful atmosphere was shredded immediately as five figures appeared, two of them holding up the fifth member who was seriously injured from his recent fight with a crazed priest. He was covered with wounds which drenched him in his blood which had already started to drip onto the clean carpet and furniture.

"Quick! Get him on the sofa!" Rias ordered, her voice full of concern, not caring in the slightest about the blood covering the clubroom floor and furniture. She had other priorities which took precedent right now. Priorities such as saving her dear servant from an attack in which he was completely unprepared for.

It was all her fault and she knew it, no matter what anyone else would tell her. If she hadn't sent him there, he wouldn't be in this critical condition. He had absolutely no combat experience and she had sent him against a trained exorcist…completely on his own. It didn't matter to her that she couldn't possibly have known that there'd be an exorcist there, it was her call to make and Ben had gotten hurt because of it.

Even as she ordered them, Akeno and Koneko quickly laid Ben out along the sofa, his legs dangling over the edge, as carefully and gently as they could, eager to not cause any more pain to their fellow comrade than he already felt. They could see that he had suffered more injuries at the hand of that insane priest than by the times he had been attacked by those two Fallen Angels.

Ben groaned slightly as he was laid out on the sofa and slowly and groggily opened his eyes to see everyone staring at him with looks of concern on their faces. His eyes sought out Rias and quickly found her standing next to him.

"S-Sorry Rias," he coughed and winced weakly at the intense pain he felt when his chest rose and fell. "L-Looks like I needed saving again."

Rias knelt down by Ben's side and took his limp hand in hers and squeezed it gently in a reassuring manner. "Sssssh," she said gently as she ran her right hand down his bloody cheek. "That's not important right now. All that matters is that you are taken care of."

Rias looked up at Akeno who was standing behind the sofa looking down at Ben with concern. "Akeno, start the healing process? We need to close these wounds before I can administer devil healing on him."

"Of course, Rias," Akeno replied instantly and hovered her hands over Ben's battered body, a pale green light surrounding her hands, and began to lessen the pain that Ben was feeling while slowly closing up the holes from Freed's holy bullets.

"I'll go get some water," Kiba said as he ran out of the room, leaving Koneko as the only one not doing anything. She hated that and hated the fact that she could only stand on the side and not do anything to help him.

Despite the healing that Akeno was administering, Ben didn't seem to be getting any better. In fact, it looked as though he was only growing steadily worse if his pale face had anything to say about it.

"Why isn't it working?" Rias asked with worry as she ran her hand through his hair in an attempt to comfort him while Akeno worked on him.

Ben seemed to be only half-conscious as to where he was and, looking down at his bloody body through his blurry vision, saw that he was bleeding on a sofa in the clubroom. With his free hand, he slowly reached down to his chest and moaned.

"Oh no," he moaned weakly bringing his hand up to his face to see it covered in fresh blood. "I'm bleeding all over the sofa. Koneko's gonna kill me." He coughed and winced at the pain before allowing his head to fall back down onto the arm of the sofa.

Koneko smiled slightly while Rias simply squeezed Ben's hand tighter. "Don't worry about that Ben. It's fine, Koneko's not going to be angry with you, I promise you." She looked back up at Akeno and her expression turned grim. "Why isn't your healing working? He's only getting worse," she asked with concern.

"I don't know," Akeno muttered as she continued to try and heal her junior. Kiba returned with a cup of water and held it so Ben could drink some of the refreshing water. He struggled at first, spluttering water everywhere, but soon managed to down some of the cool water. "It's as if something is preventing our magic from taking effect for some reason, but I don't know what it is."

 **[Perhaps I could provide some insight,]** Azmuth offered as the emerald light appeared on the back of Ben's left hand which was clasped in Rias' own hand. **[It seems that a shard from that exorcist's Light sword is still lodged in my partner's thigh. It snapped off when he yanked it out of Ben's leg, embedding itself in his bone.]**

"What?!" Rias exclaimed, shocked at Azmuth's revelation and turned her gaze towards the hole in his left thigh. She could faintly see a shimmer of light when Ben's leg spasmed slightly. "I can see it." She looked towards her white-haired rook and gestured towards Ben. "Koneko. Come over here and hold Ben down. We need to get that shard out of him, now!"

Koneko didn't need to be told twice and, eager to do anything to help out, rushed over to Rias' side and gently pressed down on Ben's arm and chest to stop him from potentially thrashing about from what was about to happen. Kiba took the initiative and held down Ben on the other side of Koneko.

With that taken care of, Rias moved over to Ben's legs and knelt down beside by his thigh and, casting one last look back at Ben's pale face. Steeling herself for the further pain she was about to cause her dear servant, she placed a hand around the area of Ben's leg where Freed had stabbed him and spread the wound as wide as it could go, trying her best to ignore the way Ben was recoiling from her actions. _'It will be okay.'_ This was the one thought in Rias' head that kept her going with her actions even though it was killing her on the inside for causing her servant pain.

Taking a deep breath, Rias plunged her free hand into the exposed wound and quickly came across the shard of Light embedded in Ben's thigh because of the burning pain she felt when she touched it. Knowing that this only a fraction of what Ben was going through, Rias ignored the burning pain and took hold of the shard and pulled with all her might and, after a little resistance, pulled the shard out of the bone and out of Ben's leg entirely.

"Got it!" she exclaimed as she glanced down at the offending, inch-long shard of Light energy and, after releasing a little of her power of destruction into her hand, caused the shard to explode into tiny pieces which disappeared into thin air. "How is he doing now?" she asked, quickly turning her eyes back to Ben who seemed to have passed out from the excruciating pain he had experienced.

"He's a lot better than before," Akeno replied with relief in her voice. "His wounds are starting to close up now at least. It seems that Azmuth was right."

Rias sighed and looked down at Ben who had a somewhat relaxed expression on his face at last. That made Rias feel a little better after what had happened. She stood up and made her way to Ben's head, running her hand through his hair when she reached it. "It would be too dangerous to move him in this state. He should stay here for the night. I'll take care of the rest of his healing. The rest of you should head home for the night."

"Are you sure, Rias?" Akeno said as she stopped administering her healing magic on Ben.

"Yes," Rias replied firmly. "I'll be fine in here for one night. I'll see you two in the club after school tomorrow," she said to Kiba and Koneko who nodded slightly at her wish and made for the door while Akeno stayed behind. When Kiba and Koneko had left, Rias began to slowly strip out of her clothes. "Could you please remove his clothes for me?" she asked her close friend before glancing back down at Ben's unconscious face.

 _'Don't worry, I'll take care of you,'_ she thought as she started to undress herself to give him the maximum amount of healing possible.

. . . . .

 _Ben was floating through the air again. Though when he looked down he noted that he was in fact sat on what looked like a sea of gigantic emerald plates. He looked to his sides to see a massive tilted spire rising out of the sea on both sides, and when he looked behind himself he could see that the sea of emerald plates stretched out for what looked like miles before it suddenly expanded across the horizon._

 _It took Ben a few seconds before he realised he was looking at a dragon's neck. Azmuth's to be specific. The plates he was looking at and currently sitting on were actually his scales!_

 _He was sitting on top of Azmuth's head! He now knew the spires on either side of him were actually Azmuth's horns._

 _Whoooooooooooosh!_

 _Ben pressed himself low to the ground as a hurricane-like gust of wind passed over him, nearly blowing him away. Looking behind himself again, Ben's eyes widened in shock as he caught sight of Azmuth's colossal wings slowly rising over the horizon which were Azmuth's shoulders before slowly falling back down again._

 _They were soaring through the air._

 _Just as Ben was about to ask the emerald dragon where they heading when he saw and heard a terrific explosion in the direction they were heading. Before long, the gargantuan dragon he was riding on came to a stop in the air above and pointed its head downwards to show Ben two hulking dragons, one as red as crimson blood and the other as white as virgin snow, duking it out in an explosive battle in the middle of the ruins of a city. They were nowhere near as large as Azmuth but they were still towering over the ruined town they were fighting in and tore through the ruins like they were made of cardboard as they continued their terrifying battle of survival._

 ** _[My sons, Ddraig….and Albion,]_** _Ben heard Azmuth mutter in his deep rumbling voice. The two warring dragons paid no attention to their presence as they observed them from above._

 ** _[You will meet with Ddraig soon and learn of his power,]_** _he continued._ _ **[But for now. Wake up Ben, you have slept for too long.]**_

. . . . .

Ben slowly opened his eyes and saw he was back in the clubroom in the old school building, specifically the ORC clubroom. From the angle of the light entering the clubroom window, Ben estimated that it must be midday or even early afternoon.

 _'How did I get back here?'_ Ben thought, trying to recall the events of last night after his fight with Freed but could only remember snippets at best. He remembered Freed going for the final kill by decapitating him….

But he was stopped. Ben knew that for certain, otherwise he wouldn't be here after all. He remembered Kiba jumping in the way of Freed and warding him off of Ben. Ben could then faintly recall being carried back to a magic circle and appearing back here in the clubroom.

Apart from that, Ben found he couldn't remember anything else from last night.

A soft sigh from beside him drew Ben's attention from his thoughts and he looked to his right, only to come face to face with a crimson beauty's sleeping face. She was resting against him with her back against the back of the sofa which would explain why his left arm was drooped over the edge of the sofa limply. As he gazed at her, Ben found himself momentarily transfixed by the serene look upon her peaceful face. He was quite impressed with himself right now because he hadn't become a stuttering mess upon realising he had been sleeping next to such a beautiful young woman. He looked down to see that Rias had draped her right arm and leg over him in her bid to get comfortable as she slept with him.

Despite feeling his cheeks gradually redden up, Ben found himself oddly comfortable with having slept with a woman like Rias, even though he would never have it believed it if someone would have told him he'd be sleeping with Rias Gremory of all people.

Somehow sensing that he had woken up, Rias' eyes slowly fluttered open so she was looking at Ben's red face and smiled slightly as she wrapped her leg around his own while her arm wrapped around his neck and tightened her grip on him in a warm and gentle embrace, burying her head in the crick in his neck.

"How are you feeling?" she muttered, eager for his answer.

"I feel…fine," Ben said after a pause as he looked to see if he could feel any more pain, and came back with nothing. "I guess whatever you did to me last night worked. Thanks for that by the way."

Rias' arm pressed against his chest at his words. "I'm so glad to hear that," she muttered near his ear. "It's my fault you needed the treatment in the first place."

"That's not true, Rias," Ben countered as he gently pulled Rias' arm off him and sat upright on the sofa with his head in his hands as he remembered what happened with Freed last night. "It was my fault because I'm so weak. I have the power of a Dragon God but I couldn't even take out a single exorcist!"

Rias propped herself up on her left arm and stared at Ben with a firm expression on her face. "You shouldn't blame yourself Ben," she said in a kind, comforting voice. "You don't have any combat experience whatsoever. I'm so proud of you for being able to do what you did last night."

"You think so?" Ben asked before shaking his head slightly. "I don't think you should be. I'm certain you made a mistake by bringing me back to life as a devil, Rias. There must be so many more people who are stronger than me and would be better Pawns for you than me…."

Before he could continue with his speech, he felt a soft hand cup his cheek and turn his gaze back to Rias who had pulled herself up until she was sat upright and leaning against the arm and back of the sofa as she gazed at Ben with a serious expression on her face.

"Listen to me, Ben," she said firmly, taking her other hand to his cheek and holding his face in place directly in front of hers. "I don't want you to think like that ever again. Got it? I chose to bring you back because I saw potential in you. I knew you were special with the power I could feel radiating off you. I don't make mistakes when it comes to finding my servants and so far, I have never seen any evidence to say otherwise. It was my fault that you were put in that situation. It should never have happened! I am your master and should have taken better care of you."

With that, she pulled him towards her and pressed his face into her ample chest before wrapping her arms around the back of his head and holding him in this extremely embarrassing position as she hugged him to remove any doubt he had in his mind.

When she eventually released him from her unique embrace, Ben brought his head back to reveal that his entire face had turned red from the direct contact he had with her firm breasts. The embarrassed look on his face brought a smile onto Rias' lips.

A sudden thought came over Ben and he looked at the clock on the wall, horrified to see that it was nearly the end of school already. "Shit, I was out all night! What am I going to do about school, and worst of all…what am I going to tell my parents?!"

Rias let out a soft chuckle and patted Ben on the cheek affectionately. "You worry too much. I've already asked Akeno to speak with the school about your absence today while I made a quick stop at your house. I altered your parents' minds a little bit so they'll believe that you were there like normal. There's no need to worry, okay?"

Ben sighed and relaxed, leaning back in the chair beside Rias who had drawn her knees up to her chest. "Whew. Thanks for that, I guess. I don't think I could have ever explained where I was last night before my mum going all 'Spanish Inquisition' on me," he sighed, the previous fear and dread he felt slowly disappearing.

A slight breeze was, once again, the only way to make Ben realise that, yet again, he was completely naked just like Rias when he looked at her. "Why am I naked again?" he asked in an unusually calm voice as he looked at Rias who looked back at him with a face of pure innocence, though the wry smile gave it away instantly.

"It's the only way I could heal you fully, don't you remember last time I slept with you?" she said simply, the coy smile never leaving her face. "You should count yourself lucky that a noble devil such as myself is so willing to help you with your recovery." She winked at him suggestively, bringing out another blush in his cheeks.

"And I really am grateful…," Ben countered as confidently as he could. "…but I would like some clothes please. I'm not as confident with my own body as you clearly are."

Rias slowly and suggestively got up from the sofa though not before giving Ben something to think about as she posed her perfect body in front of him; her seductive smile never leaving her lips. She leaned towards Ben until her mouth was right next to his ear while he was practically paralysed in place as she leaned into him. "There are some new clothes for you on the table. Unfortunately, your previous clothes were completely ruined after your fight with Freed. I had to get extremely close to your body to get your sizes right."

Ben's eyes widened to the point that they looked like saucers as he sat there completely immobile, his face as red as Rias' hair, and unresponsive even after Rias mentioned something about going to have a shower and leaving him alone on the sofa while she entered the shower in the adjacent room, closing the door behind her.

It took him a few seconds before he could move any of his limbs and when he did, he reached over and picked up the clothes that had been laid out for him on the coffee table. Sure enough, Rias had gotten the right sizes for him so he put on his new uniform as quickly as he could, eager to retain his modesty before someone else could walk in. He finished putting on the final piece of clothing as the door to the clubroom was opened to reveal Akeno, Kiba, and Koneko who entered the clubroom.

"Well look who's finally awake," Kiba said with a smile as he sat down on the sofa opposite to Ben, Koneko joining him where she immediately brought out a bag of snacks and began to eat them.

"How are you feeling?" she asked with a neutral expression on her face.

"Like I've just been shot, stabbed, and nearly beaten to a pulp, but apart from that I can't complain," Ben replied, causing everyone to chuckle at his comment.

"So what actually happened last night, Ben?" Akeno asked politely as she took her own seat on the sofa where Ben and Rias had just been sleeping.

"I'm curious too," Rias said as she emerged from the shower room with a large towel wrapped around her chest, hiding her body from view somewhat.

And so, with everyone sat down and listening, Ben told them everything he could remember, starting from him leaving them after dealing with the stray to head to the client's house, to reaching the house to find it deserted and the strange feeling he felt when he entered. Finally, he told them about what happened in his fight with Freed, including his botched transformation.

"Why did that happen?" Kiba asked, leaning forward in interest. Even Koneko momentarily stopped eating her snacks to listen.

"I'm not too sure myself," Ben admitted, scratching the back of his head sheepishly. "But from what Azmuth told me then, it had something to do with when I blocked a bullet fired at me by Freed with my Transformation Drive."

Just at that moment, the green gauntlet on Ben's left arm appeared.

 **[You are correct with that assessment, young one,]** Azmuth said, his rich voice echoing around the clubroom. **[When Freed hit my Gear, he must have hit the dial which, while it didn't cause any permanent damage to it, caused it to fail temporarily. It certainly didn't help that I was, at that very moment, putting the finishing touches to my DD system.]**

"The _what_?" Ben asked, the others sharing his look of confusion.

 **[The DD system, or Demonata Database in full. It's an idea I had for a while when it was being initially developed, though I didn't have time to incorporate it into the final design before I fused my soul with it,]** Azmuth began to explain in his almost hypnotic voice. **[It's a function of my own design that will allow you access to all the information available to you about the demon you have become, thus allowing you to become more familiar with the characteristics and abilities of every creature you transform into, quicker than it would take normally,]** he continued with a hint of pride in his voice as he described his invention.

"That sounds very helpful," Ben said, remembering the other times he had transformed. He had no idea whatsoever on how to control them or even what they could do.

 **[Yes, I thought you'd like it. I should also tell you that the Gear can only store data on demons that you have acquired a DNA sample from. If you and I have never encountered them before then I'm afraid you'll be left blind as to their capabilities, at least until you get a sample of its DNA that is,]** Azmuth revealed to the group.

"That's still cool. It's better than not having any information about them at all," Ben said, relieved that he had some clue as to what his demonic forms could do. "Back to my original question though. How long will it take to fix the damage that that exorcist inflicted on your Gear?"

 **[I'm the Dragon All-Father remember,]** Azmuth said simply though Ben thought he could sense the ancient dragon smiling slightly. **[The only thing it will take is time. That holy bullet wouldn't have done this much damage if you weren't a reincarnated devil, but that's not important right now. I will have to take your new devil identity into consideration while I remove the damage it caused.]**

Azmuth went quiet for a second or two before continuing. **[It should only take about a day to fix completely, but I'd recommend against using Transformation Drive unless absolutely necessary until then. Even then, I'm not sure what will happen if you do transform.]** After his estimation and warning, the ancient dragon disappeared deep into the Sacred Gear along with the emerald gauntlet.

The room was quiet for a moment before being broken by Rias who clapped her hands lightly, drawing everyone's attention towards her. "Well, now that that's over, I think we should carry on with our duties today shall we?"

There was a murmur of agreement from the rest of the club and Koneko and Akeno stood up and left the clubroom via magic circle after receiving a summons for them from prospective clients. Ben raised his hand, attracting Rias' attention. "Um…what do you want me to do tonight?" he asked with curiosity.

Rias smiled slightly and made her way towards Ben. "I was planning on letting you skip your duties tonight after what you went through on your second contract. Consider it an extended apology on my part for putting you in danger."

"I'm feeling much better now," Ben said quickly. "Look, it's Saturday tomorrow so I can rest up all day then. I want to help out and learn more about what we do."

Rias sighed, acknowledging that he wasn't going to take 'no' for an answer. "Very well, but I want you to just hand out fliers then. I don't want you to handle any contracts until Sunday at the very least."

"Fine," Ben conceded, knowing that that was the best offer he was going to get from her. He stood up and began to fill up his school bag which, much to his relief, had been left in the clubroom when they went to take care of the stray devil. Once his bag was full of fliers, he left the clubroom, heading off to complete his task with gusto.

. . . . .

After he had finished his tasks for the night, Ben returned home just like normal but quickly found himself unable to sleep and ended up listening to his music while he practiced with his guitar in his chair. Just as Rias had told him, his parents acted none the wiser to the fact that their youngest child had been attacked by a homicidal priest and nearly killed by him. They had acted completely normal, though his mother completely freaked out (in a good way) to the news that he had finally joined a club at school and had made some new friends. She seemed to have forgotten, much to his relief, that morning where she met Rias for the first time. He suspected that Rias may have had something to with it, not that he had any issue with that. His parents were already ecstatic to the news that he was making friends at school at last. If they knew he once had an incredibly beautiful and very naked girl in his bedroom, then he doubted he would be able to handle living with them anymore.

However, sat in his room and unable to sleep, Ben could only think about last night, specifically that pretty nun, Asia. Despite seeing what he had transformed into, she had tried to stand up for him and stop Freed from killing him, and had gotten hurt in the process. His mind then trailed to how he handled his encounter with the crazed priest and how he had been beaten by him. He had the power at his disposal to stop people like Freed from hurting innocents like Asia and he had failed because he was too weak.

But that was about to end, he was certain of that.

The next day saw Ben leaving the house and making his way to the park with a light jog. If he learnt anything about his fight with Freed, it was this; he needed to get stronger, plain and simple. Not only for his own sake, but for Rias and the others as well. As the only Pawn at her disposal right now, Ben was determined to pull his weight and be the shield that his teammates needed him to be. He had to be stronger…for their sakes.

After jogging for a good half hour, Ben finally made it to the park and was delighted to see it was almost completely deserted. He quickly proceeded to carry out a makeshift workout with what the park provided him with, such a set of monkey bars which were high enough for even his feet to dangle in the air as he made his way across them. Thanks to the way he was brought up with his tomboyish big sister, Ben had quickly developed a body over the years which was both leaner and more muscular than most people his age. This allowed him to continue with his somewhat rigorous workout well into the afternoon and was currently handing upside down by his legs and carrying out a series of upside down sit-ups with the help of a piece of park equipment meant just for that.

He had built up quite a sweat from his workout and was up to his one hundredth sit-up when he suddenly heard….

"Ben? Is that you?"

Ben stopped mid sit-up and slowly let his body hang limply from the metal bar, only to come face to face with none other than Asia.

 _'What the hell is she doing here?'_ he thought to himself, so caught off guard by Asia's sudden appearance that he momentarily forgot what he was doing and fell headfirst onto the padded ground, landing in a heap of lights moans and groans.

. . . . .

"There's no other way?" Asia said in her sweet, timid voice, looking down at the object before her with fascination.

"There isn't. Trust me," Ben replied before he held his hands to his face and proceeded to take a large bite out of his burger.

They were both sitting in the local fast food chain and Ben was currently trying to introduce the joys of fast food cuisine to Asia. He had offered to take her somewhere after she had healed his head after his fall in the park, not taking 'no' for an answer, and apologising profusely for causing his little mishap despite all his attempts to say otherwise. He was greatly surprised when he learnt that she had never eaten a burger before in her life but, when he thought about it, supposed it was to be expected when you remembered that she had lived in the church her whole life. Calorie-rich fast food wouldn't exactly be at the top of a church diet.

"O-Ok, if you say so," Asia said timidly and proceeded to bite down on her own burger. Her eyes immediately widened as the sudden explosion of different flavours she had never tasted before suddenly filled her mouth.

"You have a bit of sauce on you…yeah you got it," Ben said, gesturing to the spot as she quickly wiped it off, her face red with embarrassment as she did so.

It was amazing how innocent she was; it was actually scaring him to a degree. She had no idea what some people out there would do to a person who acts like she does. He was all too familiar with how some people could take advantage of kind people like her. He had found himself getting into plenty of fights, back when he and his family lived in the States, when he was protecting those who were bullied by others who would take advantage of their kind, trusting nature. He sometimes came home with black eyes and bruises after such fights, not that that stopped him though.

"Hey," he said, attracting her attention and causing her to look up from her food at him. "you haven't had a chance to look around this place since you arrived, have you? Having just moved here that is."

Asia shook her head slowly. "No, I was always in the church. Except when…," she started to say but was abruptly cut off by Ben raising his hand. He didn't want her to have to recall the events which would traumatise anyone.

"Let me show you around," Ben offered kindly, a smile on his face. "You should see the sights and attractions around town, and having a guide would make it even better. I know just how hard it can be to explore Kuoh without one; I didn't have a guide when I first moved here," he admitted as they finished their meals and Ben paid for them.

"I would like that very much," Asia said meekly and Ben could see her cheeks reddening up furiously from embarrassment again and had to hide a small chuckle which was threatening to escape him.

"It would be my pleasure," Ben replied, pretending that he couldn't see her state of extreme embarrassment as he finished paying for their meals and left the building.

. . . . .

The devil and young nun spent the whole day together with Ben showing her all the sights that he knew of, which was quite a few thanks to his date with 'Julie' though he tried to wipe her from his thoughts, not wishing to dwell on them again. He shuddered at the mere thought of that fateful date and had no desire to recall those false moments of joy he had felt.

 ** _[You know Rias told you not to talk to her again, young one,]_** Azmuth warned in Ben's mind. ** _[She told you that you can't mix with people from the church. Even I believe that it's a bad idea considering the state of cold war within the three factions,]_** Azmuth said as Ben and Asia made their way through Kuoh's entertainment district, enjoying each other's company.

" _Well I'm already going to be in trouble with her for even speaking to her, I may as well continue what I'm doing for now and hope that Rias won't be too cross. Asia is a good, innocent and kind person. She shouldn't have anything to do with people like Freed or those Fallen Angel fuckers,"_ Ben replied back to Azmuth.

Ben continued with giving Asia a tour through the entertainment district when he suddenly noticed that Asia wasn't by his side anymore. He looked back to catch sight of Asia gazing intently at something through a pane of glass. When he joined her he noted that it was a crane game really similar to the one he used when he was with 'Julie', though this one was full of large yellow mice with black stripes. He could still remember the last time he used it, much to his embarrassment.

 _Flashback_

 _Ben and Julie were slowly making their way through the various attractions that Kuoh arcade had on offer when Julie suddenly pulled Ben's arm, directing him towards a range of crane games when they came to a stop at the very end crane game which contained a selection of animal plushie dolls._

 _"Aww, they look so cute!" she exclaimed in a cute voice as she pressed her hands and face against the glass, staring at the various dolls with a little twinkle in her eyes._

 _Ben looked at the dolls and had to admit to himself that they held a certain charm to them. He subtly glanced to his left to see Julie staring at the doll with longing. 'She really wants one of those dolls, doesn't she?' he thought to himself and sighed silently. He had never been good at these sorts of games but he could clearly see that she really wanted one._

 _"which one would you like?" he asked, trying to act cool when he asked her._

 _Julie's head snapped to look at Ben with a slight blush. "Oh no, it's alright; I was just looking that's all," she said cutely._

 _"No, no, I can see that you really want one. Just point it out and I'll try and get it for you."_

 _After she eventually gave in, Julie pointed to the plushie she wanted and Ben paid the machine and began to slowly move the small crane to its intended target. When it was directly above the doll, he pressed the button to lower the crane where it landed on the doll, closed its claws, and slowly began to rise back up into the air with its prize. However, when it started to move back to the tray it suddenly lost its grip, sending the doll falling back down onto the pile of dolls._

 _Julie let out a little giggle at the look of Ben's stunned face as he looked down at the offending object which seemed to smile at him mockingly. He immediately put some more money into the machine and made to catch the doll mocking him._

 _Miss!_

 _He put some more money in and tried again._

 _Miss!_

 _He was slowly growing in frustration now though he didn't let Julie see it. He had made his bed of acting all macho in saying he'd get her the stupid doll and now he had to carry out his promise._

 _Miss!_

 _"You don't have to keep going, Ben," Julie said sweetly after his fourth attempt failed. "I don't mind if I don't get one. It's fine."_

 _"I'm invested now Julie," Ben replied, already putting more money into the machine to try again. "I told you I'd get you that plushie and, as God as my witness, I will get you that doll."_

 _Miss!_

 _Miss!_

 _Miss!_

 _It wasn't until his tenth try did he finally succeed and win the stupid doll. He was still tense from putting all his effort into trying to get the doll which had been taunting him but the look of joy on Julie's face as she held the doll close to her chest made up for the irritation he felt and they soon continued on their way towards the park, just as the sun started to set._

 _Flashback end_

Ben looked down the collection of crane machines and spotted the machine which held the very same animal dolls that he had gotten for Julie.

Asia looked up at him and noted the strange expression on his face as he looked at another crane machine. "Are you okay?" she asked with concern.

Ben shook his head slightly before looking back down at Asia, his frown instantly turning back into a smile. "Yeah, I'm fine," he replied and glanced at the collection of yellow mice dolls. "Do you want one?" he asked, his smile growing slightly as her cheeks suddenly reddened again and turned away from him in embarrassment. 

"Oh…no…I don't want…," she said in a small, meek voice though Ben could see that she really did want one but couldn't bring herself to say it.

 _'She's nothing like Julie. I know that,'_ he thought firmly as he looked at the innocent nun look at the dolls fondly.

Unlike last time, it only took him around four tries before he won her the stuffed mouse doll. When he gave it to her, she immediately brought it to her chest and hugged it mercilessly with a bright smile on her face.

. . . . .

When they left the arcade, Ben stopped off at a vending machine and bought the two of them some drinks. As the machine was carrying out his order, Asia hugged the toy affectionately and smiled. "I can't remember the last time I had so much fun," she revealed as she looked at Ben's back.

He collected the drinks in the bottom of the machine and handed one of them to Asia while he opened up his own. "Yeah? I'm glad you're having fun, though you'd be enjoying it even more if you were with someone else. I know I'm not the best guy to hang out with."

"Not at all," Asia replied quickly, looking up at Ben with a determined expression on her face. "I'm having fun today because I'm with you." She suddenly blushed when she realised what she said. "I-I mean it's just that you're so kind. You're the first friend I ever made when I came here."

Ben made to continue escorting Asia around time when he felt a small spasm of pain run up his leg, releasing a wince as he put his foot down. Asia spotted this and approached him with a sad look on her face. "It's your wound from last night isn't it?" she deduced.

Ben nodded slowly as he pressed his hand against his throbbing leg, right where he had been stabbed by Freed's Light sword. It seemed that even Devil Healing couldn't completely rid him of the pain that still lingered.

Asia took hold of Ben's arm and pulled him after her. "Come with me. I'll have a look at it."

Asia lead the way towards the park where they came across a stone bench overlooking an ornate statue in the middle of the small plaza. The two of them sat down on the bench and Asia turned towards Ben.

"Does it hurt a lot?" she asked, concern in her voice.

"It doesn't hurt that much to be honest," Ben admitted as he looked at the fountain in front of him. "Rias and Akeno healed me last night but I get small spasms of pain every now and then."

Without saying another word, Asia placed her left hand, the one which held her Sacred Gear, over his thigh, summoning a bright green light from her hands which suddenly dulled the pain quickly until it disappeared completely.

"That is an amazing power you have there," Ben said as he flexed his leg slowly, marvelling how he couldn't feel any pain at all. Even after he was healed by Rias, he still felt slight pain in his thigh.

"Thank you. That means a lot," Asia said with a bright smile on her face. "When I was a baby, I was abandoned by my real parents in front of a church. The kind nuns took me in and raised me in the church. When I was about eight, my power was discovered when a child who was hurt really bad was brought to the church. He was incredibly sick and we were told that he would die from it. I prayed to God to heal him and he miraculously got better and went back to his family. The church praised me and the power I possessed and sent me to a larger church after that in recognition of my abilities. People would come from all over the world to seek my healing powers."

Asia's expression then grew sad. "Then one day I came across a young man who had collapsed. I healed him, only to discover that the person was in fact a devil. Once the news was sent out that I could heal devils, I was shunned by everyone. They called me a witch and deemed that whoever holds power such as mine was a heretic. It got so bad that I was forced to run away."

"I'm guessing that this was when the fallen ones came to you," Ben asked, sympathetic towards Asia and angry at the way she was treated by the very people who should have looked after her. He was amazed how someone who lived such a life like her had grown to become the kind person she was now. He admired her all the more for that. He was disgusted with the way those people in the church used such a sweet person like Asia to their own ends and then simply discarded her when she was no longer useful to them.

"Yes. I want to believe that this suffering is a test of faith from God. I will never let it change who I am," she said with a brave smile on her face. "or deter me from following my dream."

"What is your dream? If you don't mind me asking," Ben asked, looking at the young nun beside him.

"My dream is to make lifelong friends and make lots of happy memories with them. It is silly I know but…."

"It's not silly," Ben said abruptly, cutting her off. "I consider you a friend. You had fun today right? There's a memory for you right there," Ben stated as he stood up to look at the sun which was slowly sinking towards the horizon.

"Of course I had fun but we can't possibly be friends. It's forbidden for us to even talk to each other and I don't…." she began before Ben interrupted her.

"Hey, I'm meant to be the depressing one here," he said with a smile on his face. "I don't care what people like them think. I don't like people being miserable by others or made to suffer by others simply because they're stronger. I am your friend and will always look out for you." He turned to face Asia who was being teary-eyed.

"Really. Thank you," she said, as she started to cry tears of happiness.

"Oh. Isn't this sweet," an icy voice sneered from behind Ben's back.

A cold chill went up Ben's spine. He knew that voice!

Ben spun around to see the Fallen Angel Raynare, the very bitch who killed him. She was sat on top of the statue and gazed down on them with a cruel sneer on her face.

"Don't think you can get away from us, Asia. You are still required, and we won't allow you to mess up our plans," she said, glaring at Asia.

"Lady Raynare!" Asia said fearfully as she hid behind Ben's back. "I-I don't want to be a part of the evil you and the other fallen ones are up to," she blurted out bravely though Ben could feel her shaking slightly behind him.

"You're not going to hurt her anymore!" Ben shouted at her.

"I have no business with you…boy, though I guess we could continue where we left off," she said venomously, a Light spear appearing in her hands just before she threw it at him.

Ben grabbed Asia by the shoulders and dove out of the way, taking her with him, as he dodged the deadly spear. The spear struck the spot where he was standing just a second ago. "Stay down!" he ordered Asia as he stood up again to face Raynare.

"I won't be such an easy target like I was last time," he spat, summoning his Sacred Gears.

Raynare stared at him for a second before laughing hysterically. "Is that all you've got? That's nothing more than a twice critical!"

"That's where you're wrong, Raynare!" Ben countered as he brought up his Gears, taking up a combat stance. "This just so happens to be the Boosted Gear which holds the soul of the Red Dragon Emperor, and this one…." He held up his other gauntlet. "Well, why don't I just show you."

Even as he said this, Ben brought up the dial of his Transformation Gear shortly before slamming it back down into the gauntlet, engulfing him in a bright green light.

 **[Transform: Splixson!]**

When the light dissipated in Ben's place stood a humanoid the same size as a pre-teenage child. It had white skin and was covered in black scales over his legs, chest, and across his shoulders. It had three fin-like growths growing out of its head, a pair of large hands and feet which were basically stubs.

"What the hell is that _thing_?" Raynare said, her voice filled with contempt for it.

"Dammit," Ben cursed with a slightly metallic voice. "Haven't you fixed the problem yet Azmuth? I wanted to turn into that flame demon."

 **[I told you that it would take a few hours to fix. In the meantime, your transformations would be completely random until it is fixed. You'll have to handle this fallen one as you are I'm afraid,]** Azmuth muttered from deep within the Gear.

"What are its abilities?" Ben asked. "How does the DD system work exactly?"

 **[It is transmitted straight into your head,]** the ancient dragon explained, and sure enough, Ben started to see images stream through his head. In only a few seconds, he instinctively knew what abilities his new transformation possessed. However, simply knowing about those powers didn't mean that he automatically knew how to use them properly.

Just then, a small flash of light surrounded the short demon which, when the light dissipated it revealed an exact copy of the demon standing where Ben had been standing a moment ago. Raynare growled under her breath as she stared at the two copies of the demon standing before her. Perhaps this was a bad idea after all. She had been informed that the boy only had a twice critical, the weakest kind of Sacred Gear in existence. If he had an unknown Gear, it could be bad for their plans.

There was another flash of light which engulfed the two demons and suddenly there were four of the creatures standing in a line, glaring up at Raynare. "What the hell are you? What power is that?" she demanded.

"The name of this creature is Splixson, not that it really matters. All you need to know is that I'm going to take you down with this," Splixson prime growled while the other copies took up combat stances of their own.

"Let's get her!" Splixson 2 growled.

"Yeah, lets teach the old hag a lesson she won't forget," Splixson 3 said.

"WHO SAID THAT!?" Raynare shouted at them. The four Splixsons pointed at each other immediately.

"Hey! It wasn't me who said that!" Splixson 4 shouted.

"Well it wasn't me, I thought it was you," Splixson 2 said, pointing at Splixson Prime who got really annoyed.

"Like hell it was me!" he shouted. "It was him," he said pointing at Splixson 3, poking him in the chest by accident.

"Hey! Don't touch me!" Splixson 3 shouted, pushing Splixson Prime into Splixson 4. This quickly led to all four Splixsons in a fist fight with each other. Or themselves, depends how you want to look at it. Raynare's left eye twitched in frustration though that disappeared when she started to chuckle darkly.

"And here I was beginning to think that messing with you would be a bad idea. Guess I was wrong," she sneered before throwing the spear in her hands towards their feet, the ground exploding from the impact and causing the four short demons to be blasted back. They grumbled amongst themselves as they got back up to their feet.

"Ow! That hurt!" Splixson 4 said, rubbing the back of his head.

"Nobody hurts us except us!" Splixson 2 shouted at Raynare angrily.

"Get her!" Splixson Prime shouted to his 'brothers'.

The four of them jumped at her and began to throw a furious flurry of punches, slashes and kicks towards her. She managed to avoid three of them and their furious punches and kicks before she was struck from behind by Splixson 3 who caught her in the side of her head.

"Ha hah. Got her!" he shouted triumphantly, fist bumping Splixson 2 who was standing next to him.

"Nice work!" Splixson 2 replied enthusiastically.

"Good show," Splixson 4 added.

"That showed her," Splixson prime declared.

"Shut up, shut up, SHUT UP!" Raynare screamed as she threw another spear at them. It caught Splixson 3 in the leg, causing him to fall to the floor, grunting in pain. For some reason, however, the others instantly fell to the ground as well, also grunting in pain.

"OW! What the hell happened?" Splixson Prime asked Azmuth, shocked at what he had just experienced.

 **[It's the weakness of a Splixson,]** he explained simply as the four short demons groaned in pain. **[While its ability allows you to duplicate yourself almost infinitely, your clones are still technically you. If you are hurt, then your clones will feel the pain as well. If this weakness didn't exist, there would be nothing stopping their race from splitting itself continuously and swarming across the Underworld.]**

"Great. Wish I'd known that sooner," Splixson Prime grunted as a flash of light surrounded him and the other three clones, causing them to disappear and return Ben back into his normal form. Thankfully the spear which had impaled Splixson 3's leg disappeared when he did. He then heard Raynare cackling and looked up to face her.

"You are still so weak!" she cackled maniacally. "Well, I must be going now. Oh, but I mustn't forget this," she sneered as she grabbed Asia roughly by the arm and forced her out of her hiding place. "Not that this wasn't fun though. We should do this again," she jeered before spreading her raven-feathered wings and flew off, Asia still in her clutches.

. . . . .

(Clubroom)

"What did I tell you not to do?" Rias demanded sternly.

Ben was standing in front of Rias, back in the clubroom. He had returned there as soon as he was able to move again and was currently being berated by Rias after relaying what had happened to him and Asia. Clutched tightly in his hand was the yellow and black-striped mouse which he had won for her hours ago in the arcade. She had dropped it when Raynare had taken her to who knows where.

"I know you told me not to meet her again," Ben muttered, looking into Rias' eyes as he tightened his grip on the doll. "We came across each other and got talking. Then Raynare came out of nowhere and attacked us, injuring me and taking Asia away."

Rias looked away as she sat down at her desk "I will tell you for what I hope is the last time; stay away from her. You have to forget about her. I don't want to have to punish you for disobeying me again."

Ben was silent for a moment as he brought his free hand to the doll and brushed his fingers against its soft material. He recalled what Asia had told him in the park; about the hardships she faced in her life and how she had absolutely no one to turn to for help.

He made a decision there and then, one that he knew Rias wouldn't like, but that wouldn't stop him from doing what he knew was right.

"Sure thing Rias. I promise that, as a devil, I won't go anywhere near the church where they're holding Asia." He bowed his head as he began to slowly back away from Rias, towards the door. "I'll be heading home then," he said before quickly turning around and leaving the clubroom before anyone could say anything else otherwise, leaving the clubroom silent in his departure.

"We all know where he's going really, don't we?" Akeno said as she stood beside Rias, a small smile on her lips. Kiba and Koneko simply nodded while Rias leaned back in her chair, sighing heavily.

"Yeah, I know," she said in a resigned tone, staring at the door where Ben had just left through.

 **. . . . . . . . . . . . . . . . . . . . .**

 **A/N: I hope you enjoyed this chapter as much as I did writing it. I know that the fight scene was far from the same calibre as Ben's fight with Freed but it was the only way I could think of to keep the story on track. If he had been competent, Ben would have easily beaten a weak villain like Raynare and the church scene wouldn't take place. Don't worry though; I will make sure that the climax of this arc doesn't disappoint you guys.**

 **Before I get people asking; yes, that was Ditto we saw just then. As I said last time, I'll announce them by the name of their species the first time (maybe second time) they arrive before I write in their nicknames.**

 **I'm assuming you don't want me to put in an entire conversation for every name that I will use. I'll probably have a single conversation with Ben and Azmuth about the changing of their names and then just change them as I progress. Azmuth will occasionally express his distaste at Ben's new names for them but he will announce the names we are all familiar with.**

 **In terms of reviews who are expecting familiar characters and personalities with the show. I told you at the beginning that this was my first time writing and so I failed to indicate that the characters I will bring over from the show will nearly all be OOC (I never knew what this phrase meant until recently. I'm a real idiot aren't I?) please don't be too surprised if there are different to how you know them. I'll keep some of their canon personality but I will change what I need to for the sake of my story.**

 **On to my reviews:**

 **Nivek Beldo: Thank you for your review and I will keep that in mind in the future. As I have said above. All canon characters will be OOC as a basis. If they resemble their canon self, it must be fate for their character.**

 **Thanks. I was pretty happy with that fight with Freed myself and apologise if this fight didn't fulfil your expectations. It's all building up for the final confrontation with Raynare.**

 **2renegade: I know that he seems pretty submissive now but be patient. I'm in this story for the long haul and that means dramatic character development along the way (if I can do it right that is!) Ben won't be like this forever; you have my word.**

 **Emblemfan1: Thanks for leaving another review! I greatly appreciate your input and will take it into consideration. As you pointed out, I won't discuss it in detail with everyone until it's near to Ben's fight with Vali.**

 **That's everything folks.**

 **Oh wait, one last thing before I go:**

 **Seeing as I've got so many people reading my story now, I would like to make a plea that I get four or five reviews per chapter if possible. I don't want to force you but I can't tell you how much I appreciate people telling me what they think. I can't do anything with something you don't like or understand if you don't tell me.**

 **Until next week. See ya!**


	7. Midnight Showdown

**A/N: Well it's been yet another week and its finally time for the showdown you've all been patiently waiting for (I hope!).**

 **To be perfectly honest with everyone, the whole Asia arc was probably the second most mediocre arc of the entire series so far. The only one to beat it was the Excalibur arc which was SO boring in my opinion. There may be some of you who would say otherwise, but for me they weren't the best ones. Oh well, we've all got to do things we don't want to and, for me, this is one of them.**

 **Before we start though, I'd like to make a point (yet again) to some people who have been PMing and reviewing. This ISN'T the 'Ben Tennyson' which belongs to Man of Action! I won't say this again, and if anyone else expresses their confusion as to why he isn't like the Ben they know then I'll simply ignore it and move on. I've said it enough times now. This character is mine in all but name (which is simply meant to be both in homage to the original and to let my readers get familiar with the story easier)!**

 **There we go; rant over. I don't want this to dissuade people from reading my story and hope I haven't upset anyone by it.**

 **Anyway…**

 **(*Disclaimer here*)**

 **Hope you enjoy!**

 **(P.s this chapter is a stark reminder to everyone why it is rated M. expect language and bloody violence)**

 **. . . . . . . . . . . . . . . . . . . . . .**

The moon had reached its highest point in the night sky by the time Ben made it to the church. Even though the church emanated no light from inside, he had no issue with seeing the church and surrounding area, thanks to his enhanced 'devil vision'. He was determined to save Asia, no matter what happened to him. She didn't ask for this kind of life, it was the selfish actions of others throughout her whole life who put her in this situation, ever since her healing power was discovered.

He would save her, without any doubt. He had been given both the power and capability to protect those who couldn't protect themselves, and he wasn't about to waste it by simply abandoning people like Asia when he knew he could have helped them.

"I hope you fixed the Gear Azmuth," Ben muttered under his breath as he summoned his Gears and looked down at his left arm.

 **[I told you an hour ago that the damage that priest did to it has been purged from the Gear. You will get the form you select from here on out, I assure you,]** Azmuth explained to his young devil partner. **[I've also put defences in place so it will never happen again, just to be on the safe side.]**

"Good idea. I was simply making doubly sure, that's all," Ben replied, sensing the dragon's slight affront at his previous question. "The last thing I need when I'm sneaking into enemy territory is to turn into something stupid and completely useless in a fight."

Ben swore he could hear the ancient dragon 'harrumph' in response.

He stood up from the bush he was hiding behind and slowly and cautiously made his way towards the church's front entrance and slowly opened the double doors, revealing a dark, sparsely-furnished church interior. Some pews were broken and lying in splinters on the floor whilst others had simply been knocked over and lay on their front.

Ben started to edge down the central aisle of the church and made it about halfway through the rows of pews towards the altar at the end until he came to an abrupt halt when his ears suddenly picked up a slow, deliberate clapping of hands which started to reverberate around the church, creating a dull echo, as the owner slowly approached him. Ben looked through the darkness towards the origin of the sound, only to see the stray exorcist and crazed priest, Freed, walking out from behind a stone pillar towards him.

"Well, well, look what we have here. Did you not get enough of me last time and want to continue where we left off?" he jeered before he started to laugh manically "I'm touched that you missed me so much but there's a small problem…." He summoned his sword and pistol and crossed his arms, holding his weapons across his chest.

"…Before meeting you, I had a flawless record of only having to face any stupid, shitty devil I fight once before adding them to my collection. You interrupted this and now I am really fucking pissed off. I'm going to kill you now. This time though, none of your shitty little devil friends will be here to save you again this time."

"Shut up Freed! I don't need them to beat the shit out of you, you fucking scumbag! My Sacred Gear had issues before thanks to you, but now they're fixed and you're bang out of luck!" Ben brought up the dial on the back of his hand and shifted through his selection of transformations until he found the one he wanted.

"Things are about to heat up around here very quickly!" he shouted as he slammed the dial down, illuminating the church in a bright green light.

"This is already starting to become fucking annoying!" Freed cursed as he shielded his eyes from the intense light.

 **[Transform: Pyronite!]**

. . . . .

(A few seconds earlier)

A few hundred metres away from the church was a clearing in the nearby woods. At first glance, it appeared to be completely deserted. That changed when suddenly, a disturbance caused the air to stir, picking up the fallen leaves and debris dotted around the clearing and swirl them around in a circular pattern, extremely similar to a small twister as the disturbance grew in intensity. The cause of this phenomenon revealed itself to be a deep crimson-coloured magic circle which appeared in the centre of the clearing. After a while, the circle disappeared and in its place stood Rias and Akeno.

No sooner had they appeared that a voice shouted out from amongst the trees.

"About damn time! I was getting sooooo bored with this guard duty shit. Finally, some action!" it called out from the trees.

A young woman dropped down from a branch and landed a few metres away from the two devils. She looked just like a child in height and build. She was wearing a gothic style black dress and had blond hair which she had fashioned into twin ponytails.

"She's certainly full of herself, isn't she?" Akeno said with a smile.

"We sensed that there was a fallen one around here. You must be worried about a potential attack if you're standing out here, guarding the church," Rias said with a small smile on her lips as she looked at the fallen angel before her.

"Worried?" the fallen angel sneered before stifling a chuckle which threatened to escape from her. "No, we just don't want any filthy devils interfering with our work, that's all."

"I'm sorry to have to tell you this…," Rias said in a voice that suggested she wasn't sorry in the slightest. "…but one of my young servants just didn't listen to my warnings against coming here, and simply insisted on interfering…." A bright flash of emerald light suddenly caught everyone's eye, they turned their heads to see the green light originating from inside the church. The smile on Rias' lips grew slightly at the sight. "It looks like he's here already."

The Fallen Angel stomped her feet into the ground in frustration. "This. Is. Why. I. Hate. Fucking. Devils!" she growled, punctuating each word with an angry foot stomp. "I just want to take a hold of them with my hands and wring the life out of their satanic necks." The blond fallen angel then turned back to face Rias and Akeno. "I suppose you're here to rescue him then. In that case you can…."

"No," Rias replied simply, returning her attention back to the fallen angel.

"What do you mean by no?" the Fallen Angel demanded, clearly caught off guard by her abrupt and unexpected answer.

"I mean exactly what I said. Apart from sending two devils to assist him as a last resort, he's completely on his own, though I'm not too worried if I'm telling you the truth. With the Gear that he possesses, I have no doubts that he'll have no problem handling a few priests."

The Fallen Angel seemed taken aback for a moment before she shook it off with a sinister smile. "Well it doesn't really matter now. You're the captain of your loser squad. If we take you out, they'll be on a one-way ticket to useless town."

"Good work, Mittelt," a new female voice called from a dark magic circle which had suddenly appeared directly behind Rias and Akeno. The two devils glanced back to see the new Fallen Angel emerging from the circle. She looked to be in her late twenties with navy blue hair and had an extremely curvaceous figure, complete with very ample breasts which were barely contained by her violet, form-fitting trenchcoat-like top with a matching miniskirt and black heels. Rias also noted that she was accompanied by none other than Dohnaseek, the Fallen Angel who had attacked her precious servant and nearly crippled him, if not outright killed him.

"I thought I told you to keep your servant in line, Gremory," the male fallen angel said as he also emerged from the circle.

"He stuck his nose in where it wasn't wanted and now he will pay the price," the female fallen angel declared smugly.

Rias and Akeno didn't seem fazed in the slightest by their sudden appearance. In fact, Akeno appeared to be absolutely delighted by their arrival.

"Oh goody, the whole gang's here," she said with joy, clapping her hands together like a kid in a sweet shop.

"Akeno, if you would please do the honours," Rias said casually as she stepped away from her vice-president to give her more space.

"It would be my pleasure," Akeno said, already having changed into her kimono as storm clouds gathering above them.

. . . . .

(Back in the church)

"I must admit you're a lot tougher than I originally thought," Freed grunted as he dodged another attack from Ben. The fireball exploded upon impact with the stone floor instantly, blasting Freed into a nearby pew. The crazed priest growled as he picked himself up out of the debris. ' _This fucking bastard is much stronger than the last one I fought,'_ he thought angrily.

"Shit!" he grunted as he stepped away from the pile of splinters, and stared at the troublesome devil, or rather the flaming demon standing before him. Ben was slowly making his way towards his opponent, both his hands and body covered in flames and blazing more fiercely than before as his body reacted to his emotional state.

"I won't ask you again, Freed…," Ben growled as he crated and threw another ball of fire at Freed. The stray priest in question managed to slash his sword at the fiery ball and split it in two, dispersing the flame before it struck him, but still causing two lesser explosions from the split fireball. "Where. Is. Asia!?" Ben growled in a dangerous voice.

"You only had to ask!" Freed replied with a sadistic grin. "She's in the basement, down the stairway directly behind the altar." He then leapt through the air, up onto the altar. "Though now that I've been a naughty boy and gone and spilled the beans, I'm really going to have to kill you now," he said with false sadness.

Freed turned to look at Ben soaring through the air towards him, his fist pulled back to strike him. Freed knew instantly that he wasn't going to be able to block or dodge it in time.

"Well shit," he muttered in a defeated tone as he stared at the fiery demon hurtling towards him. "This is gonna hurt like fuck!"

That was the last thing he was able to say before Ben's flaming fist connected with his face, sending him crashing into the stone wall directly behind him. The amount of force Ben put into his punch caused the already weak stone wall to crumble upon Freed's impact with it.

Ben reverted back to his normal form in a brief flash of light and cautiously approached Freed with his armoured arms brought up defensively, prepared for any surprises Freed may have for him. Before he got there, however, Freed groggily staggered out of the hole he made and glared at Ben, shortly before his sadistic grin returned. "Looks like I'll be needing backup," he said with glee before putting his fingers in his mouth and whistling loudly. The doors behind the alter opened and around twenty fanatic and armed priests swarmed out and fanned out in front of him, their weapons pointed towards Ben. "Would absolutely love to stay and chat, but I'm going to go now. I look forward to seeing you again," the crazed priest cackled sadistically before throwing something down at his feet which, when it exploded, allowed him to disappear in a bright flash of light.

The remaining exorcists glared at Ben and hurled various insults at him, not that Ben took any notice of them. He was more focused on the swords they were each wielding menacingly. As if given a silent signal, the priests slowly began to approach Ben, fanning out in an attempt to surround him and cut off his escape.

He was just about to transform into something else to handle them when he suddenly caught sight of an intact church pew appearing out of nowhere as it soared through the air, hitting three of the exorcists in the back and sending them crashing to the ground in a broken heap. Ben turned around sharply and was surprised to see both Kiba and Koneko standing before him. Kiba had his sword drawn out its sheath while Koneko was cracking her knuckles in preparation for the fight ahead of her.

"Hope we're not too late," Kiba said cheerfully before he shot forward at blinding speeds towards the priests, brandishing his sword at them.

"What the hell are you two doing here?" Ben said, shocked at their unexpected appearance. "I never expected you guys to be here."

"We all knew this is where you were heading the second you left the clubroom," Kiba replied as he blocked a priest who tried to slash him before running his own sword through the priest's chest, killing him dead. "I decided to come here because I've got a personal grudge against Fallen Angels myself."

Ben nodded slightly and turned to look at Koneko who had just thrown two priests into the far wall with the aid of her incredible strength. "And what about you?" he asked curiously.

The white-haired devil shrugged her shoulders. "I had nothing better to do," she said simply before picking up and throwing another pew towards a group of priests who tried to scatter to avoid it, though only a few succeeded and escaped unscathed.

"Ben!" Kiba shouted above the noise of the battle, attracting the attention of his fellow devil. "We've got these guys! You go after Asia," he said firmly whilst simultaneously holding off three priests with his impressive sword skills.

"Are you sure?" Ben asked, unwilling to simply leave his comrades after they came into enemy territory to help him.

"Yeah. These guys are pushovers; we got this," Kiba declared as he moved on to his fifth opponent with swift precision.

"Ok then, if you're sure. Good luck," Ben shouted as he dodged a priest who had rushed him in an attempt to stab him, and sprinted off down the staircase leading down to the basement.

Ben sprinted down the stairs, three steps at a time. He didn't know what they were planning to do to Asia but he knew it wasn't good and would be damned if he let it happen. He had to save her. He _will_ save her.

When he finally reached the bottom of the stairs, he headed to the only door he could see at the end of a short but unlit stone-lined passage. When he burst through the door, he found that he was now in a large open excavated cavern. There was a church alter resting up on a raised platform, against the far wall of the cavern with a giant cross placed on top of it, and tied to the large cross was….

"Asia!" Ben shouted, recognising the young nun instantly. She was in a state of undress with only a plain white nightie covering her modesty. When Ben made to run up to Asia and free her from her restraints, Raynare suddenly appeared in front of her as well as about thirty more stray priests who surrounded the bottom of the platform, their weapons drawn and pointed towards Ben with sneers and sadistic grins on their faces.

"I'm so glad you made it," Raynare said sarcastically as she looked down on Ben with a triumphant sneer on her face. "However, you're far too late to help poor, sweet, little Asia." The cross which Asia was bound to started to emit a low green light. Raynare turned to gaze at Asia and an evil smile formed on her lips "Ahh, she's finally ready."

"What the hell are you doing to her, you fucking bitch?!" Ben shouted as he got ready to fight, his fists clenched in an attempt to keep his rage in check.

"Why, I'm taking her Sacred Gear of course. The only 'issue', if you could call it that, is that this little church slut will die from her Gear being forcibly torn from her body," Raynare laughed, a shrill sound which was only beaten in volume by Asia as she started to cry out in pain as the green light from the large cross began to grow in intensity and envelop her entire body.

Then, just as soon as it started, Asia suddenly went silent as a pair of rings, surrounded by a pale green light, emerged out from her chest and into Raynare's hands. Immediately after they left her body, the spark of life in Asia's eyes disappeared and she went limp, held up only by the restraints holding her to the cross.

"NOOOOOO!" Ben shouted in dismay, stretching his arm out to her. He had failed her! He had promised to protect her and keep her safe from harm and she had died because of his failure.

 _'That bitch is going to pay!'_ Ben thought with pure, unadulterated rage as he glared daggers at the Fallen Angel who was now placing the two rings on her fingers and examining them fondly.

First she killed him and now she had killed Asia! She was already dead! The dial on his Transformation Drive sprang up as he began to shift through his list of demons in his search for an appropriate form.

 **[Be careful Ben. The price for possessing a Sacred Gear like this is that you must keep a calm head and control your emotions!]** Azmuth called out urgently, hoping that Ben could hear him through his rage. **[If you can't control the power I grant you, you'll lose control of your body. Listen to me Ben!]**

Azmuth continued to try and get through to him but Ben simply wasn't listen anymore, so lost was he in his rage. His normally brown eyes had been replaced by eyes of burning crimson, reflecting his rage towards Raynare.

He soon found the form he wanted and slammed the dial back into his gauntlet, engulfing him in emerald light.

 **[Transform: ….]**

Azmuth's voice was suddenly drowned out by the ear-splitting roar which emanated from the emerald light.

"RAAAAAAAAAAAAWWWWWWWWRRRRRRRR!"

. . . . .

(Church exterior)

The Fallen Angel Mittelt and Kalawarner were sat up high in a tree when they each sent a spear of Light streaking through the air at high speeds, straight towards Rias who stood stock still and didn't react to them at all.

There was no need to, as made clear when Akeno suddenly appeared in front of her and blocked the bolts with a magic circle she created right in front of her.

"Well this is getting old fast," Mittelt muttered with annoyance as she leant against the thick tree trunk.

"It's not a terribly thought-out plan," Dohnaseek stated from a nearby tree as he gazed down at the two female devils. "This barrier they erected must be incredibly draining."

The barrier to which Dohnaseek was referring to was the dome which covered the entire clearing they were all currently in. it had been put in place shortly after Kalawarner and Dohnaseek arrived. It prevented anyone from entering to help the three fallen angels, but it also stopped any of them from leaving until it had been removed, even via a magic circle.

"Tell you what," Mittelt said in a mocking tone. "If you take the barrier down, we'll 'definitely' let you go. Your minions must be thinking that you've abandoned them like a bad parent. Particularly that timid foreigner boy who thought that Raynare went on a date with him because she _liked_ him. Ha!" The other two fallen angels joined in with Mittelt and laughed, taking pleasure in the way their comrade had taken out her latest target.

"I wouldn't underestimate him, if I were you," Rias warned, her eyes narrowing at the Fallen Angel who dared to insult her servant. "He's got more power in him than I've ever seen before in my life."

"What the hell are you talking about?" Kalawarner demanded, sensing that there was more than Rias was letting on.

Rias' smile grew even wider than before. "Well I guess there's no harm in telling you. It's not like you're going to leave this place alive. That servant that you're so quick to mock actually has two Sacred Gears; one who contains the soul of The Red Dragon Emperor, Ddraig, and another one which contains the soul of The Dragon God of Life, Azmuth Himself."

Rias was positively delighted at the looks of horror and shock on the three Fallen Angels' faces.

"Impossible!" Dohnaseek argued, his eyes wide with shock.

"The Dragon God, Azmuth, disappeared thousands of years ago, during the Great War!" Kalawarner retorted with a hint of fear in her voice. "He can't possibly be contained within a Sacred Gear."

"I was just as shocked as you were," Rias replied sincerely. "I would have been perfectly happy if he just had the Boosted Gear…." Anything else Rias had planned to say to the Fallen Angels was lost on her lips when they all looked towards the church, from which they could hear a deafening, animalistic roar.

"RAAAAAAAAAAAAWWWWWWWWRRRRRRRR!"

It was a good job the fallen angels had taken the precaution beforehand to place a barrier around the church to keep out any unwanted humans as the noise they could all hear would certainly have seen the human authorities arriving here in droves.

"That'll be him now," Akeno said in a cheery voice, not noticing the concerned look on her King's face as she glanced down at the church.

Something was wrong, Rias could tell instinctively. She took pride in her dedication to understanding her servants and could hear the pain in Ben's roar. Even though he had obviously transformed into another form, Rias could hear that it was him and he was hurting for some reason.

"It's time we end this," she declared firmly as power suddenly started radiating from her, evidenced by the crimson light which now surrounded her. She looked up at the three Fallen Angels and glared at them, her eyes sparkling with crimson power. "No one laughs at my servant. You'll pay for that with your lives."

The three Fallen Angels sensed the sudden increase in power around the young Gremory heiress and leapt up into the air, their wings spread out to support their plight. But it was all in vain as they were still trapped in the barrier with no way of escaping.

Rias summoned a large ball of crimson energy in her hands and then launched it towards the three fearful fallen ones who let out anguished cries and screams…just before they were reduced to nothing; the only evidence of their previous existence being the black feathers which floated back down to the ground.

The energy around Rias dissipated and she turned around to face the church again. "He's in trouble. He needs our help."

Akeno said nothing, only nodding in acknowledgement and joined Rias as they flew off towards the church as quick as they could.

. . . . .

(Church interior, ground floor)

BANG!

Koneko finished off the last of the priests by slamming a wooden pew down right on top of them. She scraped her hands together to get the dust off of them and made her way over to Kiba who had sheathed his sword, killing the last of his own opponents who now littered the floor.

"Well that was fun," he said as he leant against the stone altar, wiping a line of sweat on his brow.

"Well you two seem to have been busy."

The two of them snapped their heads towards the origin of the voice to see Rias and Akeno making their way down the aisle towards them.

"What are you doing her so soon? Were you able to deal with those fallen ones?" Kiba asked and was given a nod by Akeno as his answer though Rias didn't pay attention to him as she was glancing around the church with concern.

"Where's Ben?" she asked with concern in her voice. "We heard his pained roar and came straight over as quick as we could."

" _You_ heard it?" Kiba asked with slight exasperation. "The whole church seemed like it would collapse from it. A section of the roof actually did," he said, gesturing to his left where a piece of the stone roof had come loose from the loud roar and had crashed down, crushing a group of priests who were unlucky enough to be under it at the time. "He went down to the basement a while ago to go after Asia. The entrance should be somewhere around…." Kiba was cut off abruptly when the door behind the alter suddenly burst open and several priests stumbled through in sheer fear, not even noticing the assembled devils as they fled from the monster they had just been fighting mere moments ago.

The four devils couldn't help but notice how every single one of the priests were completely covered in blood with blind terror in their eyes. Not one of them didn't look like they had escaped unscathed from Ben's wrath and there was even one who was holding their left shoulder which Rias noticed didn't have an arm attached to it. The mangled mess it had now become looked like something had pulled it out by something with great strength. Another one, the last one to come running out from the basement, was basically hopping away as fast as they could as their right leg looked as though it had suffered the same fate as the other priest's missing arm.

"What the fuck was that?!"

"He's an animal!"

"No he's not! Not even an animal is that savage!"

"I didn't sign up for this shit!"

The remnants of the group of priests fled straight past the group of devils, completely ignoring them, and out of the church, disappearing into the night.

 _'What happened to them?'_ Rias thought as she stared at the priests with wide eyes.

"What's going on down there?" Kiba asked as he stared at the fleeing priests. "These guys seemed completely devoted to what they were doing here. For them to flee like that…."

BOOM!

The floor a few feet away from them suddenly blasted upwards with explosive force, sending stone and debris in all directions. Everyone struggled to keep their balance after the unexpected event and looked over at the large hole which had suddenly appeared in the church floor. It wasn't until the smoke had cleared that they realised that Raynare, who was now lying a few feet away from the hole, had created the hole when Ben had sent her crashing through it with great force.

Rias and her servants looked back to the hole to see a large, red skinned demonic beast leap out of it. It towered over all of them at a hulking 12ft tall with well-developed muscles, two pairs of arms, each with four-fingered hands. It wore gold wrist and ankle bands, two golden metallic sashes which crossed over its chest in an 'X' shape, and tattered black shorts which also had a gold metallic band wrapped around its waist. It also had two pairs of eyes which were glowing a burning crimson colour as it glared at Raynare.

Rias instantly recognised it to be Ben, but she also recognised the demon before her as a Tetramand, another species of demon which called the Underworld 'home', but she had never seen one with such burning red eyes before. She suddenly noticed that he was covered in places over his body in large blotches of deeper red than his skin. She instantly recognised it as blood and concluded that he must have gotten it from the priests from below. As well as this, she also noted numerous burn marks along his body which only could have come from Light weapons.

He stood, slightly hunched over, a few feet away from Rias. A distance that provided no obstacles to what she could see him carrying delicately in his lower left arm, almost like a baby when taking his size into account.

Asia!

Rias quickly put two and two together and sighed heavily, her heart going out to her Pawn, understanding what had happened now. He had been so determined to save the young nun, but he had failed her. The crimson-haired King realised what the fallen angels were doing with the poor girl and knew that Raynare must have succeeded in removing her Sacred Gear from her body. She wasn't dead yet, but it was going to happen very soon.

Ben looked down at Asia's body, sadness and dismay etched across his face, and approached the only pew left in the church which hadn't been destroyed the fight and placed her on it as gently as he could, contrasting a great deal to what someone would expect something his size of being able to do. The burning light in his eyes slowly dies down as he stared at her.

Asia weakly opened her eyes and looked up at the giant monster kneeling before her but she didn't fear it. She knew it was really Ben, her first and only friend. He had come to save her; just like she knew he would. She rested her delicate hand on his large red one and smiled up at him.

"Thank you," she muttered quietly before she found herself unable to keep her eyes open any longer and closed them for the last time, her hand suddenly went limp and fell off Ben's arm to dangle off the edge of the pew.

Ben carefully picked up her lifeless hands and carefully crossed them over her chest, making it look like she was praying. He stroked her head softly as he gazed down at her peaceful expression. You wouldn't think she had experienced everything that she had done tonight from the serene expression on her face.

"So she's finally dead!" a shrill voice called out from the other side of the church. "Well thank fuck for that. I was beginning to think I'd have to kill her myself to put an end to that annoying voice of hers."

Ben spun around to see Raynare sitting on an upturned pew, running her hands along her body. Even as he and everyone else watched, the extensive cuts and scratches along her body simply disappeared under the pale light which emanated from her hands, or more specifically from the Sacred Gears she had stolen from Asia.

Once she had finished healing herself, Raynare looked at Ben and cackled loudly. "I now have the ultimate power! It doesn't matter what injuries I get; I can heal them instant-"

Raynare was cut off mid-sentence when half a pew streaked through the air towards her. It would have hit her if she hadn't destroyed it completely with a Light spear she quickly created and threw at the very last second. The pew disintegrated to reveal Ben, the burning crimson light in his eyes glowing stronger than ever, charging towards her, knocking pews out of the way in his rage-filled charge. Raynare leapt out of the way, taking to the air, just as Ben crashed into the stone pillar which was directly behind Raynare and sending it tumbling to the ground, stirring up a large dust cloud.

Raynare was about to made a snide remark about the dumb beast she was fighting when he emerged out of the cloud, snarling and grinding his teeth as he popped his knuckles menacingly. The sneer on her face suddenly turned into a snarl as she rose higher into the air way from Ben until she was hovering just in front of a stained-glass window which highlighted her raven-black wings against the moonlight. A large spear of Light suddenly materialised in her hands shortly before she launched it with all her might towards the huge, murderous demon below her. The spear streaked through the air, on direct course towards where the demon's heart would be, and was only a mere foot away from reaching its target before Ben, through lightning fast reflexes, stopped the spear mid-flight by reaching out with his upper left arm and taking a firm hold of the spear in his hand.

Faint trails of smoke slowly began to rise up from where Ben was gripping the burning Light spear though he didn't seem to pay any attention to it, if he could even feel it at all. He tightened his grip on the spear to the point where it shattered under the immense pressure he applied to it, causing it to disintegrate into thin air. No sooner had the spear been destroyed that Ben suddenly clapped all his hands together with such force that they created a small shockwave which sailed through the air, hitting Raynare full force and threw her back into the stone window frames which no longer held the stained-glass as it had been obliterated by the strong shockwave.

"You don't seem to understand, you stupid fucker!" Raynare grunted as she ran her hand, which was glowing green again, over her body and healing the wounds that had been dealt to her. "You can't beat the power of Twilight Healing! There's nothing you can do to me that I can't instantly heal."

Ben either didn't hear her or simply didn't care in his rage as he leapt through the air towards Raynare, catching her legs before she could fix her wings and fly off again. With her firmly in his clutches, he pulled her off the wall and slammed her down into a pile of pews as hard as he could. Not giving her a chance to recover and ignoring her screams of pain and agony, Ben reached towards her back with his upper arms and proceeded to rip out her wings completely as painfully and mercilessly as he could, leaving nothing behind as he proceeded to throw them across to the other side of the church where they landed in a black heap. Raynare let out a horrible cry of agony as her wings were torn off but Ben ignored her cries. This was nothing compared to what Asia felt, nowhere near it.

"Ben, please!" a familiar voice cried out from below him.

Ben looked down to see that Raynare had changed into Julie. She wore the exact same clothes from their date…right before she killed him. Clutched in her hand was the animal plushie that he had won for her on that date.

She stared up at him with fear in her eyes. "I know I said some mean things to you, but I had no choice. The others, they made me do it." She held up the doll to Ben's red eyes. "If I really didn't care about you, would I have kept this. I couldn't possibly get rid of it; it reminds me too much of you."

Raynare was suddenly cut off when Ben let loose another almighty, animalistic roar, right in her face, forcing the fallen angel to cover her ears to keep herself from being deafened though she couldn't miss the blazing red eyes glaring down at her.

He would not fall for her lies again. The last time he had listened to her 'sincere' feelings, he had been stabbed in the middle of nowhere and left to die in a pool of his own blood.

 **[Boost!]**

Ben's entire body was suddenly surrounded by a pale red aura and Ben could feel a sudden wave of power surge through him. Once he got over the initial shock of this new power he had unlocked, Ben brought all his arms up above his head before bringing them crashing down on top of Raynare; the fallen angel herself cried out in fear, terror and pain, all of which were completely ignored by Ben in his blind rage. Once he had slammed his fists down on top of her, Ben brought them up once more and began to punch the downed fallen angel again and again, ignoring her continued cries as he brought his huge fists crashing down on her broken body.

 ** _[Ben, you can stop now,]_** Azmuth called out in Ben's head but was ignored by Ben in his hate-fuelled rage as he continued to pummel the Fallen Angel beneath him.

"Ben, you can stop now," Rias said softly after a few more blows into the stone floor.

Ben's head snapped around to see Rias standing really close to him. Normally, in his current, unpredictable state, Ben would have most likely lashed out at Rias for standing too close to him…but he didn't. he couldn't explain it but Rias' presence caused all his pent up rage to simply disappear as he stared at her. He took several deep breaths and looked back down at the crater he had created in his barrage of fists. He was surprised to see that Raynare had disappeared and assumed at first that she had somehow escaped his clutches again. It wasn't until he noticed the small pile of battered feathers in the base of the crater that he realised that Raynare must have been killed.

He had no knowledge of when that happened. How long had he been simply digging a crater in his blind rage?

The rage which had previously consumed him suddenly left Ben's body, leaving only grief and pain in its stead. He fell to his knees, his arms falling at his sides limply. He was engulfed in a flash of light which returned him back to normal though he was simply staring at the crater he had made and didn't really notice.

He was brought out of his trance when he felt Rias' comforting hand rest on his shoulder. He glanced up to see her giving him a comforting smile as she held out her right hand to him. He looked at it, only to see that she had two rings in her palm which seemed to radiate a faint glow every now and then, almost like a heartbeat.

Ben's tear-filled eyes widened slightly when he realised that they were Asia's Sacred Gear! He looked back up at Rias and gave a questioning look.

"Let's give these back to her, shall we?" she said kindly, squeezing his shoulder comfortingly.

Ben nodded and wiped away the thin trails of tears streaking down his face as he slowly picked himself up off the ground and followed Rias back to Asia where Kiba and the others who were gathered around Asia who was still lying on the wooden pew where Ben had left her. He fell to his knees in front of her and took her small hand in his and stroked the back of her hand with his thumb.

"Here," Rias said quietly as she handed him the rings. "I think you should be the one to put these rings back where they belong." Ben nodded slowly and tenderly took them in his hands before gently placing them back on Asia's fingers as delicately as he could.

"I'm sorry," Ben muttered sadly to Rias and the others, though not taking his eyes off of Asia's peaceful face. "You all came to help me, even though you told me not to get involved." His eyes started to water up even more than before.

"I-I thought that I could save her," he muttered through his tears. "I know I'm a devil now and she's with the church and everything…but she was still an innocent. She didn't deserve this! I'm so sorry Asia."

"You have nothing to be sorry for, Ben," Rias stated firmly but, at the same time, kindly. "There is nobody here who blames you for what happened."

"Well then you're all fools," Ben replied dejectedly as he stroked Asia's hair. "I thought that with these powers I've got that maybe, just maybe I could do some good with them. I…."

Ben stopped speaking when he felt Rias approach him from behind and kneel down by his left side. She brought up her hand and cupped Ben's right cheek, forcing him to look at her.

"It wasn't your fault, Ben. I want you to take a look at this…." Rias took something out of her pocket and showed it to him. Ben cleared his watery eyes in order to get a better look at what Rias was showing him. It was a chess piece; a Bishop piece to be precise!

Ben looked back up at Rias with wide eyes. Was she planning to do what he thought she was going to do?

"You know what this is?" Rias asked softly and Ben nodded his head slowly. "Well the Bishop's position of power is to protect and heal the other devils in the Household. Perhaps this is the perfect time to use it, to bring back Asia as a devil."

Rias asked Ben to place Asia on the floor which he did as gently as he could. No sooner had he returned to Rias' side that she created a magic circle underneath Asia's corpse. Rias stepped forward and spread her arms out as she began the resurrection ceremony.

"In the name of Rias Gremory…," she began to chant, "…I call to Asia Argento. Hear my command: Return thy soul from the shadows of death to the human realm. Rise once more as my demon servant." The magic circle around Asia's body suddenly grew brighter. "Rejoice! For you have been given new life. Wake as my healer and clergyman!"

The Bishop piece which had been placed just above Asia's breasts started to glow dimly just before it sank into her skin, disappearing from view. As the piece sank into her body, the magic circle disappeared as well, returning the church interior back into darkness.

"So…what happens now?" Ben asked quietly, not wanting to get his hopes up for nothing. Before anyone could reply to his question, the two rings on Asia's fingers started to glow like before. As the glow faded, Asia's chest started to slowly rise and fall; clear indications of life.

Even as he watched, her eyelids slowly drew back to reveal her bright green eyes. She sat upright and looked around the church, eventually stopping on Rias and the others. Ben knelt down beside her, took off his jacket and placed it around her shoulders to protect her from the cold.

"W-What's going on?" she asked with wide eyes.

"You've been resurrected as my servant," Rias replied from behind Ben. "I don't normally resurrect the deceased but I'm intrigued by your power; the ability to heal even devils. I've never heard of a healing Sacred Gear which can do that."

 ** _[Never have I,]_** Azmuth muttered under his breath though Ben wasn't paying any attention to him at the moment.

Rias turned her back from the two of them and started to make her way out of the church, the others following in her wake. "You're her protector now, Ben," she called out as she walked away from him. "After all, you're the senior devil here."

. . . . .

(The Next day)

The school day had ended and Ben was slowly but surely making his way through the old school building towards the clubroom to meet up with Rias. He hadn't been summoned but he wanted to talk to her about some things.

He was currently having a little chat with Azmuth about something that was bugging him most of all.

"What happened to me last night, Azmuth?" he muttered as he ran his hand over his face, his mind recalling back to his mini rampage in the church. "I remember transforming into that Tetramand but everything else is a blur."

 **[what happened last night is a clear example of the price that you must pay in return for the power I offer to you,]** Azmuth explained in a serous voice, the green light on the back of Ben's hand pulsating every time he spoke. **[For you to take on the form of the various beings and creatures that you encounter, you must be able to control your own body and mind. To do that, you must have a clear and organised mind. If you are unable to do so, just as was the case last night in the church, then the animalistic nature of the demon you become will take over and you will have next to no control at all over what your body will do.]**

Ben gulped slightly at Azmuth's words. "That's worrying," he muttered as he glanced out of the window at the treeline which hid the building from the rest of the school. "How do I stop that from happening then? The last thing I want to do is lose myself when I have transformed into an even more powerful demon."

 **[First off, you don't have to worry too much about the capabilities of some of your forms. I have blocked access to the forms that I believe you are totally unprepared to control in your current state. I'm not saying that you will never be able to control them, it's just that they would almost certainly destroy your mind if you aren't prepared….]**

"What about training though?" Ben asked the ancient dragon abruptly. He could swear he could hear the dragon god grumble under his breath, displeased with being interrupted.

 **[To answer your first question though; to stop what happened last night from happening again, you need to train your body to handle the alterations you'll face when you become a demon. In addition to this, you'll also have to train and strengthen your mind so you can keep your sanity when you change into a demon.]**

Ben nodded in understanding at Azmuth's words and continued to make his way through the old school building. It wasn't long until he finally made it to the clubroom.

"Hello. Anyone here?" he asked as he opened the clubroom door and stepped inside. He initially believed that there was nobody else in the room until he spotted Rias sat down on one of the sofas drinking a cup of tea and reading a book.

"Oh hello there, Ben. I wasn't expecting you to be back here today," she said sweetly as she closed the book she was reading and placed the cup of tea back onto the saucer on the table in front of her.

"Yeah," Ben mumbled, understanding what Rias was referring to. "I'm sorry if I made you worry last night," he apologised sheepishly, rubbing the back of his head as he sat down on the sofa opposite to her.

Rias waved off his apology. "There's nothing to apologise for, Ben. What can I do for you today?" she asked kindly as she crossed her legs and looked at Ben with a small smile on her face.

Ben placed his hands on his knees and took a deep breath before continuing. "I came here to apologise for my actions and disobedience," he muttered, looking down at the table, unable to look her in the eyes. Even though he didn't ask or expect it, they had all followed him to the church and helped him save Asia from the clutches of death and from those fallen angels, even when doing so could have ended up with one of them being hurt for his stubbornness.

Ben took another deep breath before continuing. "I disobeyed your repeated order to stay away from those involved with the church. I stick with my decision to go there and don't think it was a mistake to save Asia at all. However, I failed you, there's no other way to say it. I understand that you'd be angry with me for being this disobedient. I mean, what master wouldn't be angry with a servant, like me, who disobeys their orders and does what they like?"

Ben kept his head down as he said this, not noticing Rias rise to her feet and make her way over to him. "You must be regretting saving me from death, from wasting one of your Pawn pieces on me. At least you have seven spare for other servants who are more obedient and useful to you than I will ever be-"

Ben was prevented from saying anything else when he felt Rias' arms wrap around his neck and pull him into a tight hug, her soft breasts pressing into his back, though Ben didn't acknowledge them in his depressed state. Her head rested on his shoulder, her cheek touching his as she hugged him affectionately.

"You're the only Pawn I'll ever need," she said softly. "When a person is revived as a devil, the number of pieces they take up varies on the power they possess. Even though I had all eight of my Pawn pieces available, they weren't even close enough to bring you back as my servant. However, I sensed the great power in you and didn't give up on you. Thankfully my brother had a…let's say unique evil piece in his possession which he let me have, allowing me to resurrect you into my peerage.

"Wait," Ben muttered, unable to handle all that Rias was telling him. "You used up all of your eight Pawn pieces so you could bring me back? You gave up the possibility of having seven other Pawns for me?"

"I knew it was a gamble," Rias admitted but she didn't look displeased by this. "But now that I know that you possess not only Ddraig, but the Dragon God Azmuth of all beings! I would say that the risk was well worth it, wouldn't you?"

She pulled back from Ben and cupped his cheek gently, pulling his head round to face her. "Sure, I made a gamble when I revived you but it was well worth it, without a doubt. I know that you will be a Pawn the Gremory house can be proud of." she leaned in and kissed Ben on the forehead, causing Ben to blush.

Rias pulled away from Ben and her smile grew more seductive at his flushed state. "I should probably stop being so affectionate towards you otherwise our newest member will get jealous."

"Wha-" Ben began but stopped when he realised what Rias was getting at. She looked behind Ben, as if to confirm his suspicions. He looked behind him, following her gaze, until he spotted Asia standing before him with an upset look on her face. The next thing he noted was that she was already wearing the school uniform, having been enrolled at the academy at Rias' request.

"Asia!" Ben exclaimed with surprise, jumping to his feet. He had been told by Rias that Asia was going to be attending Kuoh academy (in the same class as him no less!) but he didn't expect her to be here today. "What are you doing here?"

Asia shuffled on her heels and averted from looking at Ben directly, opting instead to look at the floor. "I'm sorry I barged in when you two were…. I mean I understand why you like her more than me. I mean she's prettier than me and will do things I won't. Oh, I can't think like that! I'm just insecure, that's all." She brought her hands together in prayer. "Oh Lord, please forgive my sins of lust and en-" Asia was unable to finish off her prayer as she let out a cry of pain and crouched low to the ground, clutching her head.

"I told you already Asia," Rias said with a smile on her face. "You're a devil now. You can't be praying to God anymore otherwise that'll happen. He's not very receptive to the prayers of devils."

"So that's why my head hurt when Asia prayed when we first met," Ben stated, suddenly understanding.

"That's right," Rias agreed with a smile on her face.

The doors opened to reveal Kiba and Koneko who entered the clubroom just as another set of doors opened to reveal Akeno pushing a cart filled with cakes and other sweets.

"I thought we should have something to celebrate the newest addition to our group" she said cheerfully.

Ben crossed his arms over his chest and pouted. "Where the hell was my cake when I joined?" he grumbled under his breath so that nobody would hear him. Or so he thought until Rias chuckled softly.

"Good job today," she said as she glanced at him brightly, "I was very impressed with you."

 ** _[Things are going to get a lot more interesting in the future,]_** Azmuth said in Ben's head and he couldn't agree more. **_[I never thought living in the mortal world would be so fascinating.]_**

As the welcome party started to get underway, not one of them saw the flame-coloured, ornately feathered bird that was perched on a thick branch of a tree outside the old school building. Nor did they notice it was observing them through a window shortly before it suddenly took off in flight to report its findings to its master.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: There we go. Hope it was worth all my egging it up last week. I'm still getting used to writing out fighting scenes, particularly in making them last long enough to be enjoyable. If my story and writing technique wasn't enough of an indicator already; I aim to make my story escape the confines of the rules DxD is confined to in its anime and light novel forms.**

 **I plan to have to the first two arcs of the series fairly similar to canon, changing it to suit my own desires of course, and will start to include major aspects of my own additions to the story at the beginning at the second series of the anime.**

 **Before that though, I get to write one of my favourite arcs of the series to date; the Riser Rating Game. I hope I will do it justice, for my own sake as well as yours.**

 **Now, onto the reviews:**

 **Nivek Beldo: Thank you for your confidence. I will aim to justify your praise. Glad you're liking the story.**

 **Fearofvengeance: That's what I was planning on doing with Ddraig's power but it also raises the question I've been previously asked which is: What will Ddraig's BB be, if he has one at all? At the moment, I have no idea but an open to suggestions (This goes out to everyone else reading this too).**

 **Treyalexander63917: As I said at the beginning of this chapter, and the other times before, this will be a completely different Ben to what we are used to. He hasn't been turned into a superhero with powerful aliens. He's a devil with the power to turn into fierce demons. I hope you aren't disappointed with me killing off Raynare but I had planned to do this from the very beginning. She was a major bitch and I could never see her as a friendly character as other fanfics have made her out to be (Not that I'm against that. Those who do that do it very well and make it believable) and wanted her dead from day one of this project.**

 **Thanks once again to everyone who reviewed my story. I love every one of you who has favourited my story and are following it. I hope to keep you reading my story in the future, but for now. Thanks for the feedback you've given me.**

 **Until next week. See ya!**


	8. Asia's new home and first contract

**A/N: Hello everyone. It's time, yet again for another chapter.**

 **Some people have asked me whether I will be putting in the familiar forest filler chapter into my story and my response is: yes. Yes, I am.**

 **HOWEVER, I have a little confession to make. When I started writing this filler chapter I quickly found myself unable to stop writing and soon had written enough words to fill two whole chapters. I took the executive decision to do just this and will release the familiar forest chapter next week.**

 **I hope that satisfies all of my fabulous readers.**

 **As usual, I'll explain things people have asked me in their reviews at the end of the chapter.**

 **Until then, though…**

 **(*Insert disclaimer here*)**

 **…enjoy the show.**

 **. . . . . . . . . . . . . . . . . .**

[BEEP, BEEP, BEEP, BEEP, BEEP…]

Ben opened his eyes, albeit very grudgingly, and picked himself off his bed to turn off his ear-piercing alarm. He let out a groan when he looked at the time to see that it was 4:30AM and collapsed back onto his bed, groaning about getting up at this absurdly early hour.

"What the hell am I doing up at this time?" he moaned, his voice muffled by his face being buried in his pillow as he struggled to find the energy to get up.

 **[It's time for your physical training with the young Gremory,]** Azmuth reminded him with, what Ben could clearly sense, a small smile forming on the titanic dragon's face.

Ben let out another muffled groan before he forced himself to crawl out of bed and sleepily put the clothes that would he need for what was coming, even if it was against his will.

. . . . .

 _Flashback_

 _"What?! Early morning training? I've got no problem with the training itself…but why the heck do I have to do it so early in the morning?!" Ben groaned despairingly._

 _It was the end of another school day and the Occult Research Club was fully assembled in the clubroom. Kiba, and Koneko were playing a game of chess on the coffee table in between the two sofas while Asia watched them from beside the white-haired Rook. Though she was now a student of the school, Asia was still forced to live in the clubroom temporarily until such a time that Rias could organise more permanent living arrangements for her newest servant._

 _While all this was going on, Akeno was making tea for everyone, and Rias was sat behind her ornate desk, her head resting in the palms of her hand while her elbows rested on the desk, and she was smiling at Ben with a suspicious glint in her eye as she explained what was going to happen from today onwards._

 _"If there is one thing I learnt from your fight with the Fallen Angels, it's that you need to reach your peak physical and mental condition as soon as we possibly can. You have no control over your abilities and that needs to change as soon as possible. Seeing as I can't do a lot to help you reach your peak mental condition, I have no other choice but to double my efforts to train your physical body to the best it can be."_

 _Ben crossed his arms and grumbled under his breath. Rias chuckled at his childish behaviour, her wry smile never leaving her face. "I'll pick you up in the morning, does 5 o'clock sound good?"_

 _"No, that sounds like crap," Ben grumbled in response._

 _"Excellent," Rias said, completely ignoring Ben's childish grumbling. "I'll see you tomorrow morning then. I just hope you're ready for my…'unique' training regime." Ben couldn't help but feel a shiver run up his spine when he saw the dark twinkle in her eyes. For some, unknown reason, Ben was sure he was going to seriously regret agreeing to the training, not that he had a say in the matter._

 _When Ben left the clubroom to carry out his tasks for the day, Rias turned her attention away from the oak doors and to Asia. "Now then, Asia," she said sweetly, attracting Asia's attention as she looked away from Kiba and Koneko's chess game and over at Rias with a look of curiosity. "let's have a little chat about the living arrangements…."_

 _Just like Ben, Asia felt a little nervous at the smile, accompanied by the twinkle in her eyes, Rias expressed as she looked at the ex-nun._

 _Flashback end_

. . . . .

Ben was still half asleep when he made his way out of his room. If his parents, or anyone else for that matter, saw him in his current state, the only thing they could describe him as looking similar to was a zombie. He left his house and immediately had to cover his eyes from the early morning sunlight as it began to rise above the horizon.

"God, this is unbelievable," he grumbled and winced as he felt a sharp pain enter his head, forcing him to clutch his head in pain. "OW! I wasn't talking to you, dammit!" he muttered tiredly while Azmuth only chuckled softly.

Once the pain had subsided, Ben shook off the remnant of sleep and made his way to the meeting point Rias had chosen to begin his training. "Who the hell is up at this time of day anyway? It's completely unreasonable to expect someone to be awake at this hour," he muttered to himself for the third time in fifteen minutes as he finally made it to the meeting point.

He had reached the meeting point almost on the exact time Rias told him to, much to his own surprise as not even his parents could get him out of bed in such a short time. He didn't have to wait around much for Rias to appear before he heard someone approaching him from up the street behind him. He turned around and felt his cheeks start to heat up and redden with embarrassment when he saw Rias cycling towards him. She was wearing a maroon jumpsuit with white-stripes which happened to be extremely tight and form-fitting to her voluptuous figure, hugging every one of her curves perfectly. Her crimson hair flowing in the wind only served to heighten her overall attractiveness.

"Good morning, Ben," she said, with too much cheer in her voice for Ben's liking, as she came to a stop in front of him. Ben only yawned behind his hand in response as grumbled to himself as he was still pissed about having to be awake at such an unnatural hour. "You ready for your training?"

"Hmm, I guess so. Let's just get this thing over with," he muttered, crossing his arms over his chest, as he let out another yawn behind his hand to highlight how tired he was.

"Good," she smiled sweetly. "Well, let's get going then, follow me." With that, she started to cycle away, initiating the training.

Ben groaned again but followed after her anyway with a light jog.

"How bad can her training actually be? Maybe I'm just being an annoying git because I'm so tired," Ben pondered as he jogged a bit faster to catch up with Rias.

. . . . .

(Later)

 _'Holy fucking shit! I'm going to die!'_

This was the only thought that Ben could muster as he was nearing the end of what felt like his second marathon. He would never be considered, by most people, as unfit, and he liked to pride himself on being in better shape than most people his age. However, while this was the case, Rias was truly a demon when it came to training apparently. In the short time he had been training with her, she had run him through the sawmill with the intensity of her training. He had never experienced anything like this before, not even when he was used as a living punching bag by his sister, and he'd only been training for just over an hour and a half!

"Come on," Rias shouted from some way behind him, ringing the bell on the bike she was using to coax him on. "We're almost with the first part."

Ben nearly stumbled and fell to the ground at those words.

"What…the…*wheeze*…do…you…mean… _first part!"_ Ben wheezed as he just about prevented himself from falling, though he was slowly losing the will to live.

"This is just the warmup, silly boy," Rias said with a cheery smile, ringing the bell again.

They continued on Ben's intense jog for another ten minutes before they reached the communal park, the place Rias had decided would be the best place to start part two of his training regime. The Gremory heiress rode ahead of Ben and got off her bike, only to turn around to see Ben, basically a puddle of sweat on the floor breathing hard, trying to inflate his burning lungs and not pass out.

"I told you it was going to be tough," she said with a mischievous smile on her face as she crouched down in front of him. "Now I want you to give me push ups and not stop until I tell you to stop, okay?"

Ben weakly raised his hand to Rias. "Wait a minute…*wheeze*…I think I'm going to…*wheeze*…cough up my lungs!" he gasped breathlessly, his lungs slowly filling back up, but still burning.

She sighed but ultimately allowed him to rest for a minute before she suddenly started barking at him like a drill sergeant, the mischievous smile on her lips never leaving, much to his dismay.

After his lungs no longer felt like they were burning him from the inside, Ben got to fulfilling Rias' order and began to do the push ups she wanted. Thanks to his 'sparring matches' with his sister (as he liked to refer to them instead of a one-sided beating by his sister), he had more upper body strength and was able to handle push-ups with relative ease. This was something that Rias immediately noticed as, after he had only completed around forty push-ups, she told him to stop for a second. No sooner did he stop that she approached him and sat on top of his back, and told him to continue like before. Ben did as he was instructed but, as well as the push-ups being harder due to the additional weight on his back, he also had to try and ignore the feeling of Rias' soft yet firm buttocks pressing into his lower back. This alone caused the biggest issue with Ben's push-ups and he could feel his face heating up already. He just hoped to the Devil Kings that she couldn't read his mind which had started to wonder.

Ben successfully, though not without great effort, managed to get in another ninety push ups before he finally collapsed onto the floor, all but dead to the world. "Good work today," Rias said as she got up, patting Ben's backside affectionately as she did so. Ben didn't even care at this moment; he was completely done with the day already and it hadn't even properly begun yet. He just raised his hand slightly, showed her a weak thumbs-up gesture before letting it fall limply to the ground with the rest of him.

"Well look who's finally here," Rias said cheerfully, looking past Ben at some mysterious figure he couldn't see.

"Who is it now?" Ben mumbled as he forced himself to roll his head around to look at whoever Rias was referring to. His eyes widened as much as they could in his exhausted state when he saw Asia running towards them. She was wearing her normal nun habit clothing and carried a small basket in the crook of her arm.

"Hey you guys," she said cheerily as she jogged towards them. "Sorry I'm late. I swear I won't let it happen agai-." Before she could finish her sentence, she tripped up on the hem of her habit and fell to the floor with a dull thud.

"Ooh, I'm not very good at running and talking at the same time," she whined as she picked herself off the floor. She then noticed Ben lying on the floor and gasping for breath. "Are you alright, Ben?" she said with worry in her voice. Ben could only respond by raising his hand off the ground slightly and waved it limply at her before lowering it back down onto the ground as he took deep breaths.

Rias looked down at Ben with a kind smile on her face. "Well, I guess we can call it a day," she stated, beaming at Ben with that mischievous smile on her face that Ben was starting to hate. Not because it made her look less attractive, far from it. No, the reason he didn't like that particular smile of hers was because he was starting to recognise it as a sign that something bad was going to happen to him either immediately or in the very near future.

With the training finally over for today, Ben pushed himself along the ground until he reached the nearest tree which he leaned against, taking deep breaths to calm his heart which currently felt like it was trying to burst out of his chest. Asia came up to him and knelt down on the ground, placing the small basket in front of her. She reached into it and pulled out a flask of tea which she had prepared before she came to the park. "Would you like some?" she asked kindly.

Ben could only nod in response to her question and watched as she undid the top of the flask and poured some tea into the lid/cup. Ben brought it up to his lips and started to drink the tea. He let out a gasp of relief as he felt the refreshing liquid slip down his throat. "Hmm, that's so good. Thanks for this, Asia," he said, his voice slowly coming back under control as he took another sip of her tea. "This is very good tea. It's even better than the tea my mum makes."

Asia's face seemed to light up at his words, a small blush appearing on his cheeks. "Oh, you're too kind," she said with embarrassment, placing her hands on the sides of her face in an attempt to hide her reddened cheeks.

Ben finished off another cup of Asia's delicious tea before he spoke again, his breathing having returned to normal. "By the way, Asia. Not that I'm complaining, but what are you doing here exactly?"

"Oh, Rias asked me if I could come. She didn't say what for though," Asia replied kindly as she returned the flask back into the basket in front of her.

Ben and Asia turned to look at Rias, only to see that she wasn't paying attention to them. Instead, she seemed to be staring out across the park, seemingly lost in her own little world, and oblivious to the world around her.

"Are you okay, Rias?" Ben asked her, curious as to what she was thinking about. Rias shook her head slightly and looked towards Ben and Asia and smiled warmly at them. "I'm sorry. Did you say something?"

"I asked if you were okay," Ben repeated, looking at Rias carefully. She didn't normally lose herself in her own thoughts. "Is something wrong?" he asked with a touch of concern in his voice.

"No, I'm fine. Thanks for the concern though. I'm touched," she said with a warm smile on her face. "Now that Asia is here, we should get going."

"Where to?" Ben said slowly and cautiously, narrowing his eyes suspiciously at Rias as he pulled himself back up onto his feet.

"Nowhere bad," Rias replied in a sing-song voice, only serving to deepen his suspicion of her true intentions. "I just need you to help Asia move into her new living accommodation. Is that too much for you?" she asked innocently though Ben didn't trust her at all.

"I guess not," Ben muttered, not daring to lower his guard with her.

"Well then, let's get going then," Rias said cheerfully and began to head out of the park to their destination, the bike she rode on with Ben's exhausting run disappearing in the crimson magic circle which appeared beneath it.

 _'I wonder where we're going,'_ Ben thought to himself as he and Asia followed after her.

. . . . .

Only one thought made it to the forefront of Ben's mind once they reached their final destination.

"Why the heck are we at my house?" He had instantly recognised the street his house was on when they reached it but he didn't expect for one second that they would stop at his house…right up until Rias came to a halt in front of it.

"This is where Asia will be staying," Rias explained simply as she gestured to the house, as if that was always going to be the plan. "Ah good, it looks like Asia's belongings have already arrived," she said, looking to the front door.

"What do you mean?" Ben asked, shortly before he spotted the small pile of boxes in front of the door. "Why is Asia going to stay here…with me? Surely there are better places for her to live than here."

"Well, when I asked her if there was anywhere in particular she wanted to live, the first thing she said was 'Ben's house'," Rias explained simply. Ben looked over at Asia to see she was blushing furiously at Rias' stamen and tried to hide her face from Ben.

"T-Thank you very much for taking care of me," she said, bowing her head timidly and respectfully.

Ben raised his hands in a placating manner. "Hang on though," he said, sensing a potential problem with the plan. "I don't even know if my parents will be okay with this."

"Oh, don't worry about that. I think they'll be more than willing," the crimson-haired beauty said cryptically before heading into the house to confront his parents.

. . . . .

Ben now found himself sat in his living room on the large sofa. Sitting on his right were both Rias and Asia, while sitting opposite to them were his mother and father, each sat down on an arm chair. Ben could say, without a doubt in his mind, that saying they were shocked at the sudden appearance of not one, but two girls in their house was an understatement.

Ben was leaning into the arm of the sofa, his hand hiding his face from view. He knew precisely why they were staring at him and both Rias and Asia so intently. Since their move to Japan, he had made absolutely no effort to make any new friends or join any of the school clubs, much to their disappointment, and neither had he made any attempt to find a girlfriend, though this was more to his mum's dismay than his dad's, not that he didn't bug Ben about that too.

"Mum, dad...," he muttered with embarrassment, his face still in his hand, "You're starting to make them feel uncomfortable." He didn't need to look at them to know that Asia would be feeling extremely nervous about their intense staring.

They blinked and shook their head slightly. "I'm so sorry," his mother apologised to the two attractive girls in front of her sheepishly. She bowed her head apologetically, her husband and Ben's dad copying her with the same apologetic look on his face.

"it's quite alright," Rias said with a warm smile on her face. She didn't seem to have been bothered by their stares at all. Then again, Ben thought to himself, it's to be expected that she was used to it with her upbringing in a noble family.

"It's just that we're having a hard time believing that you managed to convince our son to join your club." She turned to look at Ben with a shocked expression on her face. "Is she telling the truth, Ben?"

Ben groaned and averted his eyes from meeting his mother's eyes, even this didn't stop him from feeling them bore into him. "Urgh, yes it's true. I joined a club, you happy now?" he said, finally relenting to her piercing gaze on him.

Ben let out another soft groan, much to Rias' amusement, when his parents let out joys of jubilation, holding onto each other's arm with bright smiles on their faces. After a few more seconds of not-so-silent jubilation, the two of them turned back to Rias with grateful looks on their faces. "Thank you very much for this miss…Rias was it?" Rias nodded at her question. "Thank you for this, Rias. Since we moved to this country on account of my husband's work, he has shut himself away from all forms of socialisation. Carl and I were worried that he'll never try to make friends with anyone while he was at school and we feared that he would become a recluse."

"Mum," Ben groaned with embarrassment. "Please just stop talking." His plea fell on completely deaf ears though.

"But thanks to you," Ben's father chipped in happily. "Our fears were unfounded and we appreciate that immensely." He turned his attention over to Asia, his expression turning to one of slight concern. "But is Asia certain she wants to stay here?"

"It's not that we don't have the room," Ben's mother pointed out quickly and reassuringly, waving her hands frantically so Asia wouldn't get the wrong idea. "Far from it. It's just that we were wondering why you would want to stay here, that's all."

Asia smiled sweetly at his parents and gazed down at the coffee table in light embarrassment. "The thing is that I owe your son and want to pay him back."

"Owe him?" His parents looked at each other briefly in confusion before looking back at their son, seeking an explanation…now.

"I came to this town completely on my own, with no one to help me," Asia explained, drawing the attention of Ben's parents off of him (much to his relief) and back onto her. "I don't know what I would have done if it hadn't been for Ben. He looked out for me when no one else would, so I would like to take the opportunity to take care of him in return." Her expression suddenly saddened slightly. "But if it puts you out in any way at all, I can find somewhere else…."

"Nonsense," Sandra Tennyson announced firmly, cutting Asia off mid-sentence. "We'll be more than happy to let you stay here with us. It'll be nice to have another girl around here since Jennifer went to university. She's too much of a tomboy anyway in my opinion. It'll be nice to have a girl to chat with."

Asia's face beamed with joy at her words. "Thank you very much!"

"That's not all," Rias continued, drawing everyone's attention towards her. "While she's staying here, she can take the opportunity to learn to be a good wife too."

Ben, who had believed himself to be safe enough to take a sip from the cup of tea which he had made for everyone, suddenly spluttered, sending his tea onto the floor. Thankfully, he was able to turn his head away from everyone else so he didn't hit anyone from his outburst.

Everyone else, Asia included, all reacted in the same way; shocked. "What!" However, while Asia remained shocked and embarrassed at Rias' statement, Ben's parents seemed even happier with this piece of news than they did when they learned that Ben had joined a club and had made friends.

"What the hell was that?!" Ben hissed under his breath to Rias. "Now you've done it," he said, looking back to his parents who seemed to be ecstatic with Rias' statement.

"Did I hear her correctly?" his dad said with apprehension.

"Yes she did!" his mother replied with excitement. "It sounds too good to be true though. I always believed the only grandchildren we'd ever have would be from Jennifer, and she scares away any man who approaches her, let alone talk to her."

Sandra turned back to look at Rias. "Miss Rias, we would be more than happy to take in Asia," she said assuredly, a beaming smile on her face.

"Wonderful," Rias said cheerfully, clapping her hands together and a smile on her face.

Ben leaned over to Rias while his parents starting to talk with Asia about where she would be sleeping. "You're not being serious about marriage are you?" he asked her and was taken completely off guard when Rias' normally chirpy and happy demeanour suddenly disappeared to be replaced by one of sadness. He had never seen such an expression on her face before and it unnerved him.

"If you're lucky," she muttered sadly.

Ben was going to ask what was wrong when his father interrupted him by attracting Rias' attention. "I hope you don't mind me prying, miss Rias, but I was just wondering what your surname was. I don't believe I caught it."

Rias' expression instantly returned to her normal happy self as she looked at Ben's father. "Not at all Mr Tennyson. My full name is Rias Gremory."

The only thing Ben could compare the looks of his parents to was exactly the same as a deer caught in headlights, for whatever reason he wasn't aware of. Their jaws may as well have been touching the floor.

"Are you related to a Mr Zeoticus Gremory by any chance?" Ben's mother asked slowly, already seemingly guessing the answer before Rias could answer her.

"Why yes actually," Rias replied in her usual cheery voice. "He's my father as it happens."

"How do you guys know that?" Ben asked his parents with confusion. Rias' father was a devil, there was no doubt about that, so how the bloody hell did his parents…his _human_ parents know his name, and how come Rias didn't sound intrigued as to how they knew her father's name either? "What's going on?" he asked, his gaze switching between his parents and Rias, waiting for any of them to answer him.

"Zeoticus Gremory is the CEO of the company your father works for. I used to work there myself until Jennifer was born and I decided to become a mother instead," his mum clarified slowly, her eyes briefly looking towards her son before returning to the Crimson heiress before her.

"Is that so?" Ben asked slowly as he cast a sideward glance towards Rias. There was no way in hell that Rias didn't know this. Even the way she answered his mother's question revealed that she knew this fact.

"It was thanks to him that we were able to get you admitted to Kuoh academy at such short notice," his father continued, ignoring Ben's suspicious look. "He's on the board of directors and convinced them to accept you into the school."

"Is that so?" Rias asked with seemingly genuine curiosity. "In that case, I must thank my father for letting Ben transfer into Kuoh. He been such a help to me and the rest of the club. I don't know what I'd do without him."

"You're too kind, Rias," Sandra replied, blushing slightly, though Ben couldn't figure out why, and noticed what the time was from the wall clock. "Oh! Dear, you'd better head off to work before your late," she said to her husband who noticed the time too and bid Rias and Asia goodbye before rushing off to collect his stuff and get ready for work.

"We'd better head off to school too," Rias said as she, Asia, and Ben stood up from the sofa. "It was very nice meeting you and your husband Mrs Tennyson."

"Oh please. Call me Sandra," Ben's mum said politely as she stood up from her seat too. "It was very nice meeting you too, Rias. Have a good day at school," she called out to them as they left the house. Ben couldn't help it, thanks to his enhanced devil hearing, that he could clearly hear his parents start talking hastily, thinking that they were out of earshot.

"That girl's the daughter of your boss!" he heard his mum exclaim in a hushed but excited voice. "Can you believe it?"

"I know, I know. Wait till everyone at work hears that my son is friends with her. They'll be so jealous," his dad replied proudly.

"Not quite what I was talking about sweetie. I was talking about…oh never mind. Just get going or you'll be late."

Ben could only shake his head in embarrassment as he knew that Rias had heard everything his parents had just said. It didn't just take the smile on her lips to tell him that.

. . . . .

(School)

"Um…good morning everyone. My name is Asia Argento. I'm feeling really out of place being here, but I'm excited to be here all the same," Asia said nervously to the class and bowed in greeting. The entire classroom erupted into excited and delighted conversations at the addition of such a pretty girl to their classroom.

Ben was sat in his usual seat, at the back of the class, with a small smile on his face as Asia introduced herself to everybody. He assumed that Rias had managed to pull some strings to get Asia in the same class as him. He guessed that her desk was the newly placed desk directly behind him, effectively creating another row in the classroom.

He looked around the classroom, listening to his excited classmates who were all reacting positively to Asia. The girls were already complimenting Asia on her attractiveness while the blokes were doing the same thing, though with a different intention in mind. He could clearly hear the 'Perverted Duo' being their usual selves with Motohama somehow able to accurately measure her three measurements in the blink of an eye while Matsuda was thanking the heavens for delivering such a beauty into their classroom.

Asia continued to smile cutely at her new classmates. "Being in a new school in a strange place can be very daunting and intimidating, but luckily I'm staying at Ben's house."

This piece of news didn't seem to go down well at all with the classroom, particularly with the male portion who all snapped their heads around to glare at Ben. "Bastard!" they jeered angrily. Ben cast a glance towards them out of the corner of his eye and narrowed his eyes at them. Not in a threatening manner, but rather warning them against doing something they'd instantly regret. Most of the boys took the warning for what it was and turned away from him, feeling a little shiver run up their spines from Ben's intense stare.

That left only the Perverted Duo who continued to glare at him, but Ben didn't care about those two. Their bark was _way_ worse than their bite. His attention was once again drawn to Asia who was now surrounded by the girls of their classroom who were chatting to her enthusiastically. Unfortunately, they were talking about him.

"Hey Asia, make sure you lock your door at night. Who knows what a weirdo like him would do to a pretty girl like you," one girl said sternly.

"Oh…ok sure," Asia says in response, unable to think of any other way to answer her.

"I bet he does all kinds of weird stuff too so you must always keep your guard up around him," another girl said to her.

"I'll keep that in mind," Asia replied with a small nod of her head.

Ben sighed quietly and leaned back in his seat, looking out of the window. He guessed it was only natural for the girls of the school to see him as such a creepy weirdo. Until he was resurrected as a devil, he was a complete social outcast who wouldn't talk to anybody and was ignored by virtually everyone in the school.

 _'She's going to fit into this school very well,'_ Ben thought happily as the teacher called for silence so that their lesson could start.

. . . . .

(A few days later)

"Is there anything else I can do tonight, Rias?" Asia asked politely, stepping up to Rias' desk.

It was yet another standard evening in the Occult Research Clubroom. Kiba had been called by one of his regular clients as had Koneko who had left before him and had yet to return. As per usual, Ben had been tasked with handing out yet more flyers around the town, though this time he had Asia accompanying him as Rias wished for her to get to know what goes on in the Occult Research Club just like he did and had asked that he show her the ropes.

Ben had no problem with that and accepted. Not only would he be able to help Asia learn about what kind of work they did as devils, but it also allowed him to keep an eye on her to prevent another Freed event happening, particularly to someone as sweet and innocent as her.

The two of them had finished delivering the last of the flyers they had been issued with and had just made it back to the clubroom where Asia had approached Rias with her question.

Rias didn't seem to hear Asia's question and was looking out of the window with the same vacant expression she had when she was at Ben's house.

Ben was curious as to what was causing her to seem so distant and distracted. It was the exact same look she had when she was training him and when she brought Asia over to his house.

"Hello," Ben muttered, snapping his fingers as he tried to bring her back into the clubroom. "Anybody there?"

Rias blinked and finally registered their presence. "I'm sorry about that, I was miles away. What did you say Asia?"

"Um, I asked if there was anything else you wanted me to do tonight," Asia repeated her question nervously.

Rias placed the paperwork she was working her way through onto the desk and smiled at Asia sweetly.

"Yes actually, there is something else I'd like for you to do tonight," the president responded with a smile on her face. "I was hoping, if you don't have any problems with it, that you would go out to collect your first contract tonight."

"A-Are you sure I'm ready for it?" Asia asked timidly.

"You need to get experience at some point. Why not now?" Rias asked as she stood up from her seat.

"I-I suppose so," Asia agreed quietly.

Ben knew that this day would come though it didn't make him any less anxious with it being tonight. He knew that Asia would have to complete contracts on her own someday and was half tempted to let her go on her own for this one too, to get a feel for the job. He quickly dismissed this idea as the memory of his first contract with Milton popped into his head. Asia would be terrified if something like that happened to her.

There was that, and also his incident with Freed popped into his mind. If his mind wasn't made up before then, it definitely was now. He stood next to Asia and placed his hand on her shoulder comfortingly.

"I'll go with her," he announced firmly. Rias turned her gaze to him with a look of interest on her face.

"Why do you want to do that?" she asked curiously.

"Asia still isn't used to the outside world, thanks to the church for keeping her completely isolated from it. It would still be her contract; I won't get involved with it directly. I'd just be there simply as backup if she needs any assistance with her contract, if that's okay."

"Ara, ara, you shouldn't worry so much, sweetie," Akeno said sweetly as she entered the clubroom with a tray of fresh tea with her. "She'll be fine on her own. She's almost got as much magical power as I have."

"I didn't make her my Bishop for nothing," Rias reminded Ben.

"Nevertheless," Ben reiterated, his hand remaining on Asia's shoulder. "I would still like to keep an eye on her. I am her senior after all, as you pointed out to me when you brought her back."

Rias nodded slowly, digesting Ben's reasons for wanting to accompany Asia. After spending a few seconds to decide, she shrugged her shoulders and nodded her head slightly. "I suppose that makes sense. But I'll only allow you to go if Asia agrees to it; It is her contract after all." She turned back to Asia to hear her answer.

For a moment she seemed completely lost in her own world by Ben's strong, warm hand being on her shoulder. Her cheeks turned a deeper shade of pink when she realised they were waiting for her answer. "I-I'm alright with him coming with me," she spluttered quickly, embarrassed. "I would appreciate the company," she added meekly.

"Then it's settled. Now go and get that contract, Akeno will handle the transportation." Rias stood up as she said this and disappeared into the room which Ben knew to be the shower room.

Akeno gave Asia a brief explanation of what to do on a contract and, when Asia said that she understood what to do, created a red magic circle on the ground to take them to their destination. Ben and Asia moved onto the circle and were soon transported out of the clubroom and wherever their contract would be.

. . . . .

(Contract location)

The bright crimson light, courtesy of the magic circle died down to reveal Ben and Asia standing in the middle of what Ben gathered to be a traditional Japanese-style Dojo. He could see that various weapons and decorations scattered along the walls.

"Well this looks like a cool place," Ben admitted as he approached one of the various sets of samurai Katana and admired the beautiful craftsmanship. He had always admired the way the ancient samurai lived and would grudgingly admit that he found stuff like this fascinating. He looked around the room and spotted a complete set of samurai armour, set up to look like it was kneeling down in meditation.

"Oh wow, they've got a full set of samurai armour too," Ben said enthusiastically and started to slowly make his way towards it to examine it closely. He took less than two steps towards it before the suit of armour suddenly stood up with a little yelp of fear.

"Nyaaa!" Ben exclaimed with shock, jumping back at the armour's sudden movement, completely unprepared for it. "Wasn't expecting that."

"Umm, hello there," the armour said in a timid, yet distinctly feminine voice. It wasn't until he looked closely at the suit of armour that he noticed the blond curly hair dangling from behind the armoured samurai helmet. "I wasn't expecting two of you to come, is this normal?" she asked meekly.

"Not really," Ben admitted, slowly getting over the initial jump scare and gestured to Asia who waved nervously at the mysterious blonde-haired woman. "My friend over here is the one who'll fulfil your contract. I'm just here to make sure she's okay, seeing as this is her first contract and all."

The young woman seemed to calm down at the sight of Asia, making Ben believe that Asia would have better luck with this contract than him even if he was the one who was sent to complete it. Perhaps she just felt more comfortable with other girls rather than boys.

"Hi, I'm Susan," she said in greeting.

"Hello Susan, my name is Asia," Asia replied, stepping forward to introduce herself.

"Well, it looks like I'm not needed here," Ben stated as he looked towards Asia. "If you need any help, just shout out and I'll rush back as quick as I can." With that said, Ben exited the room and quickly found himself in the back garden of Susan's house, right in full view of the moon which was slowly starting to rise into the sky, illuminating the sky as it took the sun's place, if only temporarily.

Ben looked around and found a deck chair beside him. He sat down in it and made himself comfortable while he waited for Asia to complete her first contract. He didn't feel that he needed to be there and possibly interfere with Asia's contract. He would just stay out here until she was either finished with her contract or needed help.

He would stay out here until then, alone with his thoughts and Azmuth.

"Hey, Azmuth," he called out to the ancient dragon as he leant back into the deck chair and watched the moon's slow progress through the night sky.

 **[Yes partner,]** Azmuth replied, the green light reappearing on the back of his hand.

"I've been wondering lately. Why haven't I been able to hear Ddraig's voice yet? I unlocked his power back when we rescued Asia but I still wasn't able to communicate with him, why is that?"

 **[Just because you unlocked his power doesn't mean you are strong enough with him just yet. You will still need to build up your physical strength before you can speak with Ddraig. I'm a unique individual who transcends such trivial requirements. There is no other being like me in the whole of creation, in this dimension or any other.]**

"You mentioned something about different worlds before. Are you seriously telling me that there are other worlds besides this one?" Ben asked with curiosity.

 **[Indeed there are. Isolation for a Dragon God such as me isn't what you or anyone else would consider. When I departed from this plane of existence after my disagreement with God, I decided to stay out of the Great War and travelled through the space between universes, something that is often referred to in this world as the Dimensional Gap, to various worlds and brought life to the Dragon race in these worlds. It's important for you to understand Ben that time flows very differently when traversing through the Dimensional Gap. I traversed the Gap, visiting different worlds, for nearly ten thousand years and yet when I returned, only a millennia had passed in my absence,]** Azmuth said, reminiscing about those times with apparent fondness.

"What sort of worlds did you encounter?" Ben asked with intrigue, fascinated by the possibility of new worlds and unable to even imagine such a place himself.

 **[There were many worlds I visited, too many to count in fact,]** Azmuth muttered as he remembered his time before he became trapped in the Sacred Gear. **[However, there was one world that particularly stands out was a world in which the Dragon's I created had successfully managed to share their power and teach it to certain humans of that world to create something completely new and never seen before in her life. I can't clearly remember the name of my son, the Dragon who was considered the leader of the dragons of that world.]**

"You have another son?!" Ben asked incredulously, looking down at the glowing gem in the back of his hand. "How many children do you have if we're not including every dragon you created?"

 **[Urgh. You seem to mistake me for one of you mortal beings and the reasons for which you reproduce. I am a Dragon God, Ben. I am immortal and therefore have no built-in instinct to further my own genes. When I say I have children, that means something completely different to dragons, especially one like myself. I always made a point to bring life to a dragon, in whatever world I decided to bring life to them on, that was similar, biologically at least, to me as a sign of my mark on that world. Think of it as an artist's signature on their piece of art.]**

"Alright, I got it," Ben said quickly, sensing the dragon getting impatient with his ignorance. "What was your son's name in that world then, do you know?"

 **[It was something like Ignot, Rigneel, though I'm probably wrong about that. You can't really expect me to know the name of every one of my biological children. There are far too many to count,]** Azmuth stated with growing annoyance, indignant at the very suggestion.

"Alright, alright," Ben said trying to keep the dragon calm. "I wasn't expecting you to remember. I just find it amazing that you can travel to different worlds whenever you like."

 **[It's a skill that only the Dragon God's possess. Not even God nor any of the other mythologies have that power, though I am the only one who frequently explores the other worlds that the Gap separates. The other two are content to stay in the Gap for…particular reasons which I won't go into right now,]** Azmuth said sternly before going quiet again.

The two of them returned to silence for a while as they were lost in their own thoughts. After a while, Ben thought of something else that he thought Azmuth could help him understand.

"There's something else I've been curious about, Azmuth," he announced cautiously, keen to not annoy the ancient dragon any further.

 **[What is it this time, young one?]** Azmuth asked absentmindedly.

"I've been wondering about what Ddraig is like as a dragon. Can you tell me more about him?" the young devil asked with interest.

 **[Hmm, well I always found him to be the more reasonable one between him and the other Heavenly Dragon, Albion, my other son and his brother. Even though he liked a fight, Ddraig never usually actually sought out a fight. However, even to this this day, I could never find out the reason why they suddenly discovered the constant need to fight each other,]** the emerald Dragon God explained.

"You were still alive when they got sealed in their Sacred Gears weren't you?" Ben asked.

 **[Indeed I was. I neither understood what caused them to start fighting each other nor did I involve myself with their fight. It was the only time in the Great War that the three factions put aside their differences and worked together to stop their path of destruction. Even though they are my sons, they needed to be stopped and sealed away inside Sacred Gears to stop their rampage from killing innocents,]** Azmuth muttered, remembering the destruction and death they caused in their fierce battles.

"How would you describe Albion then?" Ben asked, changing the subject.

 **[In one word? Ambitious. He was always the one who wanted, no, needed to find a way to prove himself to be the most powerful being in existence. The only way he believed this was possible was expressed in his desire to beat either myself or, more likely, Great Red.]**

"Why?"

 **[Because Great Red is the most powerful being in existence and I am the Father of the entire Dragon race. Killing me would solidify his place as someone on par with Ophis in terms of strength…but killing a being like Great Red would place him as the single most powerful being in all of creation. True Dragons always managed to find their way to the top of any evolutionary chain on any world they were created on. They can adapt flawlessly to any environment they require. They are creatures of incredible magical talent and strength and just generally surrounded in mystery.]**

 **[Even I, the Dragon God who brought life to Dragon kind don't know their every secret, though myself and the other Dragon God's are many times stronger than our 'children', we can survive the bombardment of nothingness that exists within the Dimension Gap. So, if you think about it, it's not too unexpected that someone as ambitious as Albion would actively seek to be at the very top of the greatest evolutionary chain to ever exist.**

"Why is it only you who can travel to different worlds via the Gap? Why can't Ophis or Great Red?" Ben asked with intrigue.

 **[They are both incredibly powerful beings, even more powerful than me in many ways and are easily capable of traversing the Gap to different worlds. They both stay within the Gap for a particular reason, but don't expect me to tell you that now. You are far too inexperienced with both your new life and my power at the moment and I don't want to concern you with such a detail until you have grown,]** Azmuth declared and returned to his previous silence, unwilling to expand further on his statement.

Ben was just about to pester Azmuth further about the Dimensional Gap when he was interrupted by Asia who called out to him from within the house.

"Ben! Can you come here please?" she called out timidly.

Ben got up and went back into the house, closing the door behind him and quickly finding his way back into the living room where Asia and the client, Susan, were sat in the same spot he had left them in. "What's up?" he asked as Asia turned to look at him with a smile on her face.

"We've completed the contract but Susan was wondering if we can help her with one other small thing. I'm not familiar with the rules so I was wondering if it's alright if we do this little thing for her, or are we restricted to only the one job we were asked to do?" she asked, unsure how to handle the situation she had been placed in.

Ben thought for a moment. It was true that Rias hadn't prepared them for a situation like this, but he couldn't see why Rias wouldn't agree to something like this. "I can't think of any particular reason we wouldn't be allowed to do another little job. What do you want us to do anyway?" he asked kindly to the armour-clad girl.

Susan shifted on her knees for a moment before she started to tell them both about this guy that she really liked and revealed that she wanted their help in advising her how to approach him to tell him her feelings. The three of them went silent as they thought of different ideas of how to get her to attract his attention. Each one had varying degrees of success, though after around five minutes of silent thought, Ben thought of a particular idea which he thought would be the best.

"Why not sent him a letter?" he suggested to her. "Writing what you feel would be the best way of expressing yourself if you're shy or nervous."

"That's a wonderful idea Ben!" Asia said cheerfully, beaming at his suggestion.

Susan got a pen and some paper and started writing "Oh but what should I say?" she asked nervously, the pen hovering above the paper, waiting to be used.

"I don't think it matters as long as it's from the heart and sincere," Asia said with a kind smile on her face.

After she had finished writing her love letter, Susan quickly ran to the open window, a bow somehow magically appearing in her hands. She tied her message in her hand to the shaft and pulled back in the bowstring as she aimed the arrow out of her window. She took a deep breath and realised the arrow, sending it streaking through the air and disappearing into the distance.

. . . . .

An hour later revealed Ben, Asia, and Susan to be standing in the central plaza of the park. The sky had become pitch black by now, only illuminated by the giant orb which was the moon and the countless stars in the sky. Thankfully, the plaza the three of them were waiting in was well lit by the lampposts standing around the area, highlighting the ornately decorated statues and sculptures. Susan was sat down in the middle of the plaza on a chair she had brought from her home while Ben and Asia stood by her side.

It wasn't long after they arrived that another armoured figure strode into view from the other side of the plaza as he began to walk towards them. Ben's eyes widened at the sight before his eyes. The mysterious figure was around 6ft tall and wore armour which he instantly recognised as armour worn by knights in medieval Europe. This wasn't what drew Ben's attention though.

No, he was drawn to the arrow Susan had used to send her message which was now lodged into the side of his helmet!

 _'Oh shit,'_ he thought with trepidation. _'She shot him right in the fucking head! This could get awkward very fast.'_

Ben's fear that something bad would happen was, thankfully, unfounded and completely pointless as the armour clad man not only didn't become angry at her for shooting him in the head with an arrow, but revealed that he had read the letter and expressed that he felt the same way. Ben and Asia felt that it was time to go, so they bid Susan good luck with her relationship and headed back to the clubroom via magic circle.

. . . . .

(Back in the clubroom)

"I see."

Ben and Asia had returned to the clubroom without any issue and Ben had just finished explaining to Rias what he and Asia had done on their job. He told her about how Asia completed the initial contract they went there to complete and that she had collected payment for completing the contract.

It was at this point that Rias had dismissed Asia for the day, though not before congratulating her once more on her first successful contract. The ex-nun said her goodbyes as Ben said he'd join her in a moment. He just had something to talk to Rias about. Asia nodded her head in understanding and left the clubroom, leaving Ben and Rias alone in the clubroom. When Asia had left, Ben proceeded to explain to Rias about the extra task they helped out with. He didn't know how she would react and thought it'd be better if it was only him getting punished instead of Asia getting punished too.

"We're sorry if we overstepped our duties. I didn't know what the protocol was in such a situation and acted without your authority," Ben said, waiting to see how Rias would react with apprehension.

"I'm not angry or disappointed," she said casually, surprising Ben slightly. "I would have done the same thing if I were in your place. You made the right call in this situation as the senior devil." She paused for a moment. "What do you think about that?" she asked with a hint of sadness in her voice.

"About what?" Ben replied with confusion.

"About spending the rest of your life with someone you love," Rias clarified as she looked out of the window at the night sky.

"I don't know," Ben admitted, rubbing the back of his head, caught off guard by the sudden question. "It's something I haven't really thought about…." Rias opened her mouth to speak, but Ben continued on before she could speak. "…but when I do it sounds very nice, like something worth fighting for," he said firmly, meaning every word.

"I mean…," he continued, "…I'd much rather prefer to be with someone I like rather than someone who I don't like nor they me.," he admitted as another flashback of Julie entered the forefront of his mind suddenly back when they were on their 'date', when he was completely oblivious to her true intentions or nature.

Rias continued to gaze out of the window, completely lost in thought "That is a nice thought, though it doesn't always work out like that," she muttered, more to herself than him, not fully paying attention to what she just said.

Just before Ben could ask her what was wrong, she turned back to Ben, the sad look he saw on her face gone, or rather expertly hidden. If Ben hadn't seen the look, he wouldn't have believed she was just sad about something just then. "Are you sure you're alright?" he asked, concerned for her.

"I'm perfectly fine Ben. I thank you for taking the initiative in Asia's contract. You were right in believing I would do the same. If you come across another contract like this, don't hesitate if you think it is worthy of our attention. I may be your master, but I still want my servants to think for themselves." She returned to her desk and sat down in her chair. "You can go home now; you don't want to keep Asia waiting. There is nothing else I need you to do tonight. I have to discuss something with Akeno. I will see you tomorrow."

Ben nodded, reluctant to leave when he could tell that there was obviously something troubling Rias but he knew she wouldn't spill the beans so easily. Begrudgingly, he opened the door and made his way out of the building and made his way for home, determined to get to the bottom of Rias' obvious anguish.

 **. . . . . . . . . . . . . . . . . . .**

 **A/N: There we go then. Hope you liked it.**

 **I know some of you may be upset because of the complete absence of any action, but have no fear everyone. As I said, the next chapter will be the familiar forest and I promise you that it will sate your hunger for some juicy action. I also plan to have one of Ben's canon villains make their first appearances in the next chapter. I will let you guys guess in the reviews but unfortunately I have nothing to give as a prize for anyone who guesses correctly.**

 **After that chapter will be, of course, the Rating Game arc. Personally one of my favourite arcs in the entire show so far, I hope I will do it justice.**

 **Now, onto the reviews:**

 **Treyalexander63917: As it is primarily set in the DxD universe, don't expect it to be similar to the original, if it is at all. Why would people want to see silly aliens when I have cool ass demons instead?**

 **I don't have any plans to include Grandpa Max (badass or otherwise) into my story and have no idea how he would fit into the way I plan to take my story.**

 **Johnathen: I do plan to have Ben be able to go Ultimate as one of Azmuth's abilities but you have to remember that in my story, Ben isn't limited by a timer like he is in the cartoon. He's limited, like Issei was in the anime, by his personal strength and his ability to keep his mind in control of his demonic forms. Azmuth knows how much Ben can take and lets him know which forms he has access to.**

 **While I have no active plan to bring Kevin in, I do actually have something special in mind for Gwen in the future where I plan to have her place an existing character. (I'm not saying who until then).**

 **Fearofvengeance: I can clarify that the bird was the Phenex bird. I am sticking closer to the canon than normal for now to get people introduced to the world (even if they already are) and develop the characters as best I can. I will start leaking parts of my own original arc at the start of the second season (after Phenex arc) so you'll have to hang on until then.**

 **I agree that Ben is already many times more powerful than Issei was at this point but, in terms of his fighting ability, Ben hasn't been able to actually win a fight while he was still in control of himself. I won't reveal how the Rating Game will go because I want to you to hand on to whatever devices my readers are using to read this and find out.**

 **The only thing I can confirm is that the demons share the same strengths and weaknesses with their alien counterparts.**

 **. . . . .**

 **Something that has been consistently brought to my attention has been the forms that Ben can assume with his demons. I promise you all right now that I will only be including the ones which don't suck ass (e.g. The Worst, Walkatrout, Mole-Stache etc.), only the ones which people would want in a fight.**

 **I will alter and tweak the alien forms so that they suit my story better, but I have a proposal for my readers. As they are demons, I won't be able to automatically include the mechanical forms (Armadrillo, NRG, Clockwork etc.). if there is anyone who is interested, I am happy to see what ideas and changes you can make to them to let me include them into my story. I'm happy to keep the name (unless you want a new one for them), but what I really want is a different look for them, maybe a new power for their demonic form and perhaps even a little background into where they live in the Underworld and some info on them.**

 **I hope I get some responses for this and would be more than happy to include them in my story as I have nothing on them yet. In terms of completely new forms, I'll let you know before I plan to introduce it.**

 **See you guys next week, and please…don't forget to REVIEW!**


	9. Ambush in the familiar forest

**A/N: Firstly, I would like to apologise to you all for this being released a day later than I said it would be. Real life obligations got in the way and I wasn't able to put out this chapter until now and I am sorry for that. I promise you that the next chapter will be posted next Friday as usual.**

 **Now, onto the main event:**

 **Thanks for the reviews last chapter! They were most insightful and extremely helpful. They've given me ideas and overcome issues I didn't have an answer for myself.**

 **As I said in the last chapter, this will be the last filler chapter before the last arc of season 1 of the anime of DxD. And as I also said in the last chapter, I will be introducing a familiar face from the Ben 10 universe.**

 **Some people have been asking in the reviews whether I plan to introduce Professor Paradox or Eon into my story and I have to reply that…no. No they will not, not in any sense at all. I do plan to bring familiar faces to my story, but until you see them please don't make any assumptions about their appearance.**

 **This is for two reasons:**

 **1.** **It will make their appearance much more of a surprise;**

 **2.** **I don't want to disappoint my readers by giving them false hope.**

 **I have nothing else to say in this section and so will stop my mumbling and let you read the chapter you've all been waiting for.**

 **(I don't own Ben 10 or Highschool DxD. They each belong to their respective owners…which isn't me unfortunately.)**

 **. . . . . . . . . . . . . . . . . . . .**

The next few days passed by very quickly and without incident. Asia had been fully accepted into the school and was nearly always surrounded by the other girls in their class and chatting with them with a smile on his face. Ben never got involved as he wanted her to be able to talk freely with the other girls in their class without him driving them away with his…'particular' reputation.

He was also glad to say that most of the boys had made it a point to not ogle her as much as the other girls, if at all. He strongly suspected that it was due to the fact that they all thought that he was dating her, and they didn't want to get on the wrong side of him, being the big scary weirdo that he was.

That being said, there were still some boys in school who were still prone to trying to catch a peep at Asia when she was in the changing rooms, changing for gym class. This had resulted in the rapidly diminished group of perverts who tried to peep on Asia being paid a visit by the mysterious 'Kuoh Knight' once again. He caught the various groups of boys, including the Perverted Duo on no less than five different occasions. As per usual, when the 'Kuoh Knight' caught the perverts red handed he left them for the girls they were peeping on who then, as usual, proceeded to beat them up in penance for their peeping. Aside from those few instances, the rest of the week went by rather slowly compared with everything that happened to Ben recently.

Ben and Asia were currently making their way through the old school building towards the clubroom. Class had finished a few minutes ago and they were heading to the clubroom to collect the flyers that they were going to hand out around town as usual. They reached the clubroom and entered through the double doors to see that, apart from Rias, they were the only members of the ORC present.

"Hey Rias," Ben said in greeting as he and Asia moved towards the table where the stacks of paper were usually waiting for them. "We're just here to collect the flyers you want us to hand out today." He sat down on the sofa and made to put the flyers into his bag…until he suddenly realised that there weren't any flyers on the table. He and Asia both held expressions of confusion on their faces and both looked towards Rias, looking for some answers.

Instead of answering them, a small smile grew on Rias' face. Before Ben could ask the question on both his and Asia's mind, she beat them to the punch. "From today onwards, I'm pulling you away from handing out flyers. You've learnt all you need to know about that side of the work we do in the human world."

"What do you mean by that?" Asia asked, perplexed, just as the doors behind them opened to reveal the rest of the club arriving at last.

"I have decided it's time for you two to finally get your own familiars. They are a fundamental part of being a devil, and are the ones who normally handle the duty of handing out flyers." Rias held out her hand just as a small pink-coloured bat with black wings appeared in a puff of smoke. "You remember mine? You've met her before," Rias said to him as the pink bat suddenly transformed into the same woman who handed Ben the flyer which he had used to summon Rias as he lay dying from Raynare's deception. It felt like ages ago now; so much had happened since then.

"This is mine," Akeno said cheerily as a small green humanoid creature about 3 inches tall appeared in the palm of her hand. Ben noted that, as well as it's green skin, it also had a small plant with tiny leaves growing out of his head.

"And this is Shirou," Koneko muttered in her usual emotionless tone. Ben turned to see the small, white-haired devil, sitting on the sofa with a small white cat in her lap which Koneko was stroking affectionately.

"A familiar is a devil's lifelong companion. They listen to your every command and always back you up when you need it," Rias explained.

Though he tried to keep his expression calm, Ben couldn't help but feel excited for two reasons. The first reason was because he was finally going to escape the extremely tedious task of handing out flyers everywhere around Kuoh, and the second reason was because he was going to get, essentially, the devil's version of a pet.

Just then, the doors to the clubroom suddenly opened up to reveal a group of students entering the clubroom. It took Ben a few seconds before he suddenly realised he knew most of these students from somewhere else.

They were the student council!

"What the heck are they doing here?" he whispered to Akeno who happened to be the person stood closest to him.

"Who are they, Ben?" Asia asked from the other side of Ben.

He leaned his head towards her and whispered, "They're the student council. The one in the middle is Sona Shitori, the student body president."

"That's just her cover name. Her actual name is Sona Sitri, the next head of the House of Sitri, a Great Devil House," Akeno corrected him, leaning over and whispering in his ear.

"Really?" Ben replied aloud with amazement. He never knew that there was another group of Devils in Kuoh, let alone that they were the student council. "I did not expect that."

"Huh, so you're one of Rias Gremory's servants?" the sole boy in the assembled council members said in a bored tone, though Ben could faintly hear arrogance in his voice too. "I must admit that I'm not impressed," he said with a slight sneer.

"Yes, that's me, Rias Gremory's pawn," Ben replied with a false smile as he leaned against the back of the sofa and crossed his arms over his chest. "And who might you be? I faintly recall you recently becoming the student council clerk, but I never bothered learning your name," he admitted, unable to keep the lack of interest out of his voice.

"This is Saji Genshirou," Sona stated, gesturing to him though not actually looking at him. "He's my Pawn."

"And this is my Pawn, Ben Tennyson," Rias said, likewise gesturing to Ben who gave a short, half-hearted wave with one hand upon his introduction. Rias then gestured towards Asia. "And this is my Bishop, Asia Argento."

"So he's a Pawn too?" Ben repeated with fake interest, though Saji didn't seem to see it like that.

"Yeah, and don't even think you could stand a chance against me, foreigner; I took up four Pawn pieces," Saji boasted holding up his right hand to show four fingers to emphasise his boast.

"And he took up eight pieces," Sona countered immediately with a look of annoyance on her face. "Please try to get your facts right before boasting, Saji."

"What, really?!" Saji exclaimed, looking at Ben who took this opportunity to do the same action that Saji had done seconds ago but with both his hands instead of just one, his false smile never leaving his face.

"My sincere apologises, Rias," Saji said politely. "He is young and newbies like him don't yet understand the finer points of civility…." She cast a glance towards Saji. "Do they?"

Seeming to get what she was saying, Saji gulped and approached Ben, raising his hand for Ben to shake. Ben took his hand and slowly shook it.

"It's very nice to meet you," Saji muttered through gritted teeth, telling Ben that he didn't mean it at all. The other thing Ben couldn't fail to notice was the pressure Saji was trying to apply in his handshake.

 _'Well two can play at that game,'_ Ben thought slyly before applying his own pressure to Saji's hand. Subtly of course; he didn't need to appear like a sore loser in front of everyone. The pressure he applied to Saji's was greater than the pressure he was putting into it and Saji's expression suddenly changed from one of confidence and arrogance, to one of barely contained pain.

They let go of each other's hand after a few seconds (Saji's had a deep red imprint of where Ben's hand had gripped it) and Saji took a step back from Ben with a scowl forming on his face. His scowl suddenly turned into a superior smile as he thought of something. "How's flyer duty treating you? I don't do that stuff anymore myself, seeing as I'm a fully-fledged member of the team; getting a familiar and everything."

"What a coincidence," Ben retorted sarcastically. "Me and Asia just so happen to have been removed from flyer duty too. We're about to get familiars of our own too."

"Oh," Sona said with mild surprise at Ben's revelation. "Is that what you were planning to do, Rias?"

"Yes. I was thinking of going tomorrow evening actually," Rias replied with equal politeness in her voice.

"Well that's a bit of a problem. We were also planning to go see him…and he only see's people once a month."

"In that case, why don't we have a little contest between our two peerages to see who gets to go?" Rias suggested with a small smile on her lips.

"A contest?" Sona asked with surprise. "You wouldn't perhaps be suggesting a rating game, would you?"

"No, of course not. We'd never get permission for something like that," Rias chuckled softly, waving Sona's suggestion away with a wave of her hand.

"You're right," Sona agreed. "We'll just have to settle this in a different way."

"Why not a sports contest?" Akeno suggested from beside Rias, her wide smile never leaving her face.

"Good idea, Akeno," Rias praised her Queen before looking back at Sona. "What do you say Sona? Fancy a little sports contest?"

"You're on," Sona replied with a little twinkle in her eye.

. . . . .

(The next night)

The two devil groups reconvened in the school gym after all their duties had been completed and all the other clubs had gone home. The sport that Rias and Sona had agreed upon was dodgeball (though Ben seriously doubted that it would be anything like a normal dodgeball match) and, because Sona had two extra servants than Rias, they would be the referees for the match.

The two teams stood opposite each other, staring each other down as they waited for the signal to start the match was given.

When the signal was finally given, it was like someone had signalled the start of a war. One of Sona's servants threw the ball at a blinding speed, faster than any human girl could have ever thrown it, and struck Koneko with some shreds of clothing being stripped away from her gym clothes from the impact. Ben guessed it was only because of Koneko's Rook piece powers that she didn't even seem to register the blow and simply walked off as she was now out.

No sooner had this happened that the entire contest seemed to turn ugly…really ugly. Each team was using their unique devil powers to turn the ordinary dodgeballs into deadly cannonballs. Ben was constantly having to dive to the side or hit the floor as balls were being fired in every direction possible and barely had a chance to grab a ball and throw it towards Sona's team at all.

"Let's see how you handle this, Pawn!" Tsubaki Shinra, the student body vice-president as well as Sona's queen, said loudly as she pulled back her hand which was holding onto a dodgeball that had an ominous purple aura surrounding it.

Before he could say anything else in retort to Tsubaki's challenge, she released the ball towards him at such a speed that it basically became a purple blur. He was only able to avoid it at the last minute when he threw himself backwards onto the ground, landing on the floor with a dull thud, as the magically enhanced dodgeball streaked past where his head had just been.

Ben let out a sigh of relief, glad that he had avoided what would have been a painful shot. However, he wasn't out of the woods just yet. Even as the ball streaked past his head, the ball suddenly arced upwards, performing a perfect loop, until it had positioned itself directly above his head again where it suddenly shot downwards incredibly fast, only missing Ben when he rolled out of the way at the very last second. The ball hit the gym floor with such force that it embedded itself into the wooden floor as well as create several large cracks in the wooden gym floor.

Ben stood back up again just in time to see Akeno hit Tsubaki with her own attack, sending her flying back and out of the match.

 _'This is starting to get way out of control,'_ he thought to himself as the match only seemed to grow in intensity, if that were even possible. He noticed that, out of the Occult Research Club, only Rias, Akeno, and he were left while Sona still had four other members on her team. _'I'm going to have to use my power to help out here.'_

He dodged another projectile as it streaked through the air and quickly summoned his Transformation Drive, chose a form and slammed down the dial on his chosen form, engulfing himself in emerald green light.

 **[Transform: Tetramand!]**

Several gasps of shock emanated from the student council as Ben stood before them in his 12ft tall, red-skinned, four-armed Tetramand form.

"Let's see how you devils handle me," he called out in his raspy voice as he popped his knuckles, a small grin forming on his face as he saw the look of absolute shock and awe on Saji's face.

"Huh, I must admit that that's an impressive power of yours," Sona stated politely before the dark twinkle in her eye suddenly returned. "But that large form of yours only makes our job easier!" she cast a glance to the other four remaining members on her team, all of which charged up the ball they held with magical energy in preparation for the final assault.

Time seemed to slow down to a crawl when they began their attack. Sona, along with her other team members all threw the dodgeballs they held in their hands in one single, combined attack. Sona's dodgeball was moving faster than the others so Ben leapt over it, just missing the dodgeball by centimetres, and landed back down on the ground just in time to intercept the four balls following in close pursuit. He successfully managed to stop each of the balls in his large hands, though the force in which they were thrown caused him to take a few steps backwards from the combined power behind them.

Once he came to a stop, Ben pulled his upper and lower arms back, charging up his retaliation, and thrust all four of his muscular arms forward with as much force as he could muster, sending the four dodgeballs in his hands back towards Sona's team. The balls sped across the gym, catching Sona's four teammates completely off guard and sending them out of the court.

This whole series of movements lasted all of three seconds and left Sona completely on her own. They had all but won the match already.

However, Ben completely failed to take into account what happened to Sona's ball which he had completely ignored after leaping over it. Just like Tsubaki's attack before, her ball had arced around Ben, horizontally this time, and came streaking back towards Ben. The only indication he saw of the ball was when he caught sight of it out of the corner of his eye; but it was far too late by that point.

The ball picked up even more speed and hit Ben right in his groin. Ben felt all of the oxygen in his lungs leaving his body from the impact and his arms instinctively reached down and clutched his area as he felt the rest of his body become paralysed from the pain. His eyes rolled back into his head as he fell forward, landing on the floor face first with a loud BANG!

A collection of "Oooooohs," emanated around the gym by the student council, even from Sona, while Saji just clutched his own groin with his hands as he suddenly felt as though he had just suffered Ben's injury himself. Rias and Akeno took this opportunity to finish of Sona with a combo attack, hitting the student body president and ending the game with Rias being the victor.

"The winner is the Occult Research Club!" the referees called out in unison.

Rias and Sona met each other in the middle of the gymnasium and shook hands, congratulating each other on a good game. "You earned this victory, and the prize. I'll just have to visit the familiar master next month," Sona said without any resentment in her voice at all.

"I must admit it's been a while since I had such an enjoyable game of dodgeball. Thank you for that, Sona," Rias replied cheerfully.

Sona cast a quick glance behind Rias and nodded to something behind her. "Also, please accept my apologises for such an unorthodox move on your Pawn. I hope he's not in too much pain."

"Oh he'll be fine," Rias chuckled as she cast a glance back towards her wounded Pawn.

He had already reverted back into his normal form and had been rolled onto his back by Kiba and Koneko so that Asia could attend to his injury.

"Are you okay, Ben?" she asked, concern in her voice though she got nothing in response except for a low groan of pain. His whole body seemed to be completely paralysed from the low blow dealt to him by Sona.

"He'll be alright Asia," Rias said comfortingly as she approached her peerage who had all gathered around their downed comrade. "I'm sure you'll be able to take care of him."

"Ufufufu, poor guy," Akeno said sympathetically as she looked down at Ben's downed form.

"He did a good job," Kiba complimented his fellow devil. "Because of his sacrifice, we were able to win the game."

"Kiba, could you please help get Ben to the clubroom?" Rias asked, clapping her hands together. "Once he's feeling better, we'll head off to the familiar forest."

"What? We're going tonight?" Asia asked.

"I don't see why not," Rias replied. "I think Ben's deserved a familiar after this. Don't you?"

. . . . .

(Back in the clubroom)

After they had brought Ben back to the clubroom and Asia had healed him sufficiently enough so that he could walk again, Rias had informed him of her intention to take them to the familiar forest that night. He didn't have any issue with that and joined Rias along with everyone else on the magic circle Rias had created to take them to see the familiar master.

When the circle vanished, Ben noticed that they had been transported to what appeared to be a forest as far as he could tell. The reason he couldn't tell whether it was one or not was because he'd never seen a forest like this in his life. The trees were all dead, all completely devoid of leaves of any kind, and the dark red sky could be seen clearly through the branches. There was no sign of life anywhere.

 _'This is the home of the familiars?'_ he thought to himself pessimistically.

"This is the familiar forest?" he asked the others in slight disbelief, voicing his doubt. "Where all of you got your familiars from?"

"Don't be so quick to make assumptions," Rias chided softly. "We are in the right place. We're just waiting for the familiar master to appear."

"The who?" Ben asked as he looked around the deserted forest.

"Greetings, how may I help you? There's not a lot going on in this zoo," a voice shouted from high up in the branches "Sorry I didn't come her any faster, but it's a lot of work being the familiar master."

Ben sweatdropped. He leant over to Kiba and whispered "Does he always speak like that? In rhyme, I mean."

Kiba smiled. "You get used to it," he replied and Ben could tell he was being serious.

Rias stepped forward towards the man standing on the tree branch. "We're here to get some familiars for two of my servants."

The familiar master jumped out of the tree and landed in front of the group and directed his attention to Ben and Asia. "How may I help you, tell me all your wants and desires? A strong one? A fast one? One that likes to set fires?" He started to move off into the forest depths, the others following closely behind him.

"What kind of familiars do you have which are strong and would be good in a fight?" Ben asked as they walked along. The familiar master thought for a moment before suddenly clicking his fingers "A chimera! There is no other familiar I know that is stronger or faster. But beware, if not careful, they have been known to kill their master!"

Ben gulped at that. Did he want one which would possibly kill him?

 _'What do you think Azmuth?'_ he asked his draconic partner.

 ** _[I like the sound of something like that, but do you really want one based on its power alone? A familiar should work well with their master's personality,]_** Azmuth replied inside Ben's head.

"I think I'll pass on that one," he said to the strange man. The familiar master just shrugged his shoulders and continued to lead them through the forest.

After 30 minutes of walking they came across some feline-like familiars scampering about in the trees, running around on the branches, simply enjoying life. There was nothing that caught his attention yet. It didn't seem like Asia had spotted one she wanted either.

"RAAAAAAAWWWWWWWWWWWR!"

They all froze **.**

"RAAAAAAAWWWWWWWWWWWR!" the animalistic cry called out again.

"What the hell was that?" Ben asked as he tried to work out which direction the roar had come from.

"To that question, I have no idea. There shouldn't be anything like that in here," the familiar master admitted before turning to the others. "There should be nothing able to make that sound. I should know, I've been around."

 _'Really? Even when there's a possible situation here, you still have to rhyme?'_ Ben thought as he mentally facepalmed himself.

They kept walking, though more cautiously and on the lookout for the source of the roar they had just heard. As they progressed through the dead forest, the trees started to grow closer together, blocking out any light from the already dark red sky. It wasn't long before they were practically in complete darkness.

Ben sensed something was wrong. He didn't know what it was but he could sense something was up. He found out what was wrong a mere second later when the ground beneath him suddenly gave way, sending him falling down a hole in an uncontrollable fall until he hit his head hard and fell into unconsciousness with Rias faintly calling his name above him as everything around him went dark.

. . . . .

Ben had a splitting headache when he woke up and when he brought his hand up to his head, he felt a cut under his hair as well as some dampness which he deduced to be blood. He had absolutely no idea how long he had been down this hole he was in but he needed to get out of it.

"You still with me Azmuth?" he groaned as he picked himself up off the ground and brushed himself off.

 **[Yes I am. You took quite a fall partner. You feeling alright?]** Azmuth asked with concern in his voice.

"I hit my head in the fall, but apart from that, it's not too bad. How long was I out for anyway?" Ben asked as he looked upwards to the hole he had fallen down.

 **[Not long. I would say it's been around 20 minutes since you fell down this hole,]** Azmuth informed him.

"Let's get out of here first," Ben muttered as he unfurled his black bat-like wings from his back to their full extent. A quick flap of his black wings brought him quickly back up onto the surface where he noticed that something was seriously wrong.

The whole area looked were large splotches of white goo littering the place. He looked at his surroundings to see that they were everywhere; against the leaf-less trees and the rocks along the path.

He knelt down near the closest splotch of the white goo and made to touch it but held back when he felt a slight tingle run up his left arm.

 **[I wouldn't touch that if I were you,]** Azmuth said warningly as Ben pulled his hand back quickly.

"Why? Is it dangerous?" he asked, stepping away from the mysterious goo and making sure to not step in any of the other splotches which surrounded him.

 **[Not particularly. It seems to be webbing from an Arachnichimp demon. While not necessarily dangerous, it is an incredibly adhesive substance which is nigh on impossible to get out of if you get stuck in it. It's webbing also has the ability to prevent anyone caught in it from using magic. But that's only the case for weak or low-class beings, not for devils as strong as Rias or Akeno,]** Azmuth explained.

"Something strange is happening here," Ben muttered as he spotted faint tracks in the dirt that were distinctly not human. He could see around four or five unique prints in the dirt which led away from the path and deeper into the forest which the odd broken tree as whatever made the tracks made their way through the trees to wherever they were going.

"What happened here? Where is everyone?" Ben asked as he looked around for any sign of the others with no success.

 **[I'm not sure exactly,]** Azmuth admitted, equally confused. **[I can sense the remnants of demonic energy which isn't natural for this forest. What's really confusing me is why there seem to be different kinds of demons working together. Demons _never_ get along well with each other. They are fiercely hostile to other demons; some are even hostile to their own kind. I can't fathom why there isn't evidence of them being at each other's throat.]**

Ben quickly manoeuvred himself out of the floor of webbing and was soon following the trail the mysterious demons who had captured his friends.

He had been travelling for about ten minutes before he saw something in a small clearing in front of him. He slowed down his pace and made his way slowly to the edge of the clearing as his ears started to pick up various sounds, originating in front of him.

He reached the clearing, hiding behind a large tree and felt his eyes widen slightly at the sight before him. Standing in the centre of the clearing were three large creatures, each more unique than the last.

The creature which stood out to him the most was the huge crab-like beast which had its back to him. It stood around 8ft tall and was burnt orange in colour with six legs and a pair of deadly looking pincers for arms.

Standing on the crab's left was what appeared to be a bipedal turtle, lime-green in colour and towering over the crab beast by a foot. Like a normal turtle, it had flippers instead of arms that were so long they almost touched the floor.

The third demon which was standing on the other side of the clearing appeared to be a humanoid plant. While its upper body appeared humanoid in shape on first glance, five vines acted as its legs, and four long fingers on his hands. It had flytrap-shaped flaps covered its head, resting on both his shoulders with his head in between them. Small pods protruded out of its back and a single blue eye resided in the middle of its face.

As Ben was observing the three demons before him, he suddenly heard a shrill shriek above him and looked up to what he first appeared to be a blue monkey. It had to be another demon, thought Ben, as he had never seen a blue monkey with six limbs with three fingers on each limb. It also had a long stripy tail which was currently wrapped the branch of the tree it was standing on.

 _"What are these things Azmuth?"_ Ben thought to his draconic partner as he observed the four demons from his hiding place.

 ** _[I can't be expected to remember every single being in existence. Luckily though, there is some information in my database about them. That large crab demon is a Cerebrocrustacean, a being with the ability to manipulate and generate lightning from their brain. The demon standing on its left is known as a Geochelone Aerio which is…very surprising,]_** Azmuth explained through their internal communication method.

 _"How so?"_ Ben asked mentally as he looked at the demon in question.

 ** _[They are profoundly pacifistic in nature. They abhor violence in evert sense of the word and avoid conflict wherever they find it.]_**

 _"What about the other two?"_ Ben asked turning his attention towards the two demons he was referring to.

 ** _[The vine-like demon is a Florauna which has a basic ability to control the plant life. That demon in the trees is an Arachnichimp. That's the creature who create that magic-cancelling webbing you found earlier.]_**

As Azmuth was saying this, Ben suddenly noticed that all the demons were looking in the same direction and snarling under their breath at something he couldn't see on account of the large crab demon blocking his view.

Being as quiet as he could, Ben crept out from behind the tree he was hiding behind and made his way to the large rock on his right to get a better look at what they were all snarling at.

He reached the rock and was incredibly surprised to see Rias and everyone else pressed up against a large boulder, restrained by the sticky webbing from the Arachnichimp which covered their bodies, leaving only their heads exposed.

"What do we have here then, my pets?" a sharp voice rang out across the clearing as a figure strode out of the trees towards the restrained devils. He appeared to be a man in his mid-thirties, and wore a dirty and tattered lab coat. Two short horns protruded from his head while his eyes were covered by thick red-tinted goggles as well as a sneer on his face as he stopped in front of the captured devils.

"Oh my, what do we have here? Devils? What are devils doing here?" he sneered as he walked along the line of devils, eventually coming to a stop in front of Rias and turning to look at her.

"I am Rias Gremory of the noble House of Gremory and you will pay dearly for this, whoever you are," she snarled as Ben could see her trying to get the webbing off of her though to no success.

"My apologies young Gremory, I didn't realise I was in the presence of such a distinguished person. Where are my manners?" the mysterious man declared dramatically as a pair of feathered wings as black as a crow's sprouted from his back to their full extent. "My name is Animo, a Fallen Angel, at your service," he cackled to himself as he stood up from his short bow. "Hmm, I never thought in a thousand years, I'd have a Gremory in my clutches."

"What are you doing here? This is a protected place," Rias demanded, glaring at Animo.

Animo crossed his arms over his chest. "Well, I don't see any harm in giving you a little look at what I'm doing here. I was sent to investigate the demons throughout the Underworld by Azazel. He's become rather intrigued by them as of late, though not nearly as much as his interest in Sacred Gears. I was the one he selected to carry out his order. This place is the perfect place for my little experiments; out of sight from the authorities, hidden from the rest of the Underworld, and not to mention the plentiful supply of guinea pigs all around us."

"Why do you need to be so secretive?" Kiba asked suspiciously. "If you're doing this for the leader of the Fallen Angels then I can't imagine why you'd need to hide yourself in a place like this."

Animo suddenly appeared in front of the Gremory Knight and smiled darkly. "Well, to tell you the truth, I've been a bad boy. I was only ordered by Azazel to observe the demons and record my findings, but I just couldn't pass up on the perfect opportunity to further my own plans."

"How are you able to control these demons, Animo?" Rias growled at him. "They should be at each other's throats, not working together like they are."

"I'm glad you asked, Gremory," Animo replied and held out his hand towards the four assembled demons before him. "Beautiful, aren't they? Products of my greatest achievement to date; complete control over demonic creatures. Azazel wasn't the only one who dabbled in Sacred Gears, artificial or otherwise. Just think about it, an army of demons…." Animo suddenly facepalmed himself and chuckled under his breath.

"Whoops, nearly gave away my big secret there. Can't have that, not that you're going to leave this place alive anyhow. What kind of Fallen Angel would I be if I pass up on the chance to take out the next head of the House of Gremory?" he asked sarcastically with a gleeful expression on his face.

"I have to act now," Ben whispered. "Azmuth, is there any way I can get them out of that webbing?"

 **[You need to freeze the webs before you can break it. The Arachnichimp's weakness is its web's inability to withstand the cold. They become extremely brittle when frozen and easy to destroy,]** Azmuth explained.

"Is that so? In that case…." Ben slapped the dial on the form he wanted, surrounding him in a green light.

. . . . .

Things weren't looking good for Rias and the others. Immediately after Ben had fallen through the hole, the rest of them were pounced upon by the demons before them and were restrained by the webs of that damn Arachnichimp. From what she had been told about the demon's unique webbing, her magic should never have been affected by it. Yet it had been, and she couldn't figure out why it had happened at all; it could only have had something to do with Animo.

She glanced at her other servants to see that they were also struggling to escape from the webbing. Just like her, Akeno couldn't use her own magic either, and neither Koneko nor Kiba could use their skills to break free from their restraints.

 _'Where are you Ben? We could use your help here,'_ Rias thought as she looked out into the forest where she knew Ben was…somewhere.

 **[Transform: Necrofriggian!]**

Just then, a bright green light lit up the forest to the left of them, in the trees. The members of the Occult Research Club all knew what that meant and were relieved when they saw Ben emerge out of the darkness when the light died down.

It wasn't actually Ben who emerged though. He had transformed into a large, ice blue humanoid, moth-like demon with a large pair of wings. The Necrofriggian demon flew out of the trees, towards the devils and demons at such speeds he was almost a blur.

"What the hell is going on? Who's there?!" Animo demanded as he spun around to look at the rapidly approaching Necrofriggian. "What the…? A Necrofriggian? What's that doing here? Take care of it, my minions," he ordered with a wave of his hand.

The four demons quickly turned around and prepared to attack the new arrival who was heading straight for them. Just as they were about to strike the flying demon, it seemed to shimmer slightly and turn pale. When he reached them, instead of crashing into them like one would normally believe to happen, he flew straight through them as if they weren't even there. Once he flew through them, he seemed to return to normal and continued towards Rias and the others.

"Don't worry, guys; I'll get you out of there," he shouted loudly as he stopped in front of them. He took a deep breath and, when he exhaled, released a concentrated beam of ice blue breath which he swept across the webbing which restrained his friends. Once he had frozen the majority of the webbing, he surged forward and sent his fist through the frozen webbing, smashing clean through it as it offered no resistance.

Seeing this, Koneko, Kiba, and Akeno immediately copied him and smashed their way out of the brittle webbing like it was nothing, and soon everyone had been freed from the confines of the magic-countering webbing.

"About time you got here!" Rias shouted up at him, glad he was alright after all.

"Heh, sorry about that," he shouted back, embarrassed. "I headed here as soon as I could."

Rias smiled up at him. "Well, seeing as you got us out of that webbing, I guess I can forgive you this time."

Ben arced back towards the clearing just as the demons turned back around and, snarling ferociously, charged towards the devils when he heard Animo yelling to them, "Get rid of them, you useless beasts!"

However, before the demons were able to engage the ORC, unwilling to be taken captive again, Rias and the rest of her peerage struck the demons first. Akeno quickly changed into her battle kimono and sent a large bolt of lightning towards the large turtle-like demon, striking it completely off guard and causing the demon to disintegrate in a faint yellow light before turning into nothingness.

Kiba summoned a sharp sword in his hands and engaged with the plant demon which shot forth its limbs and fingers, shooting towards Kiba with malicious intent, but the Gremory Knight was prepared for this and, using his superior speed, lunged toward the demon, slashing at the vines with blinding efficiency as he ran towards the demon's main body. Upon reaching it, he slashed his sword upwards, straight through the middle of the beast's body, splitting it completely in half.

From his position in the air, Ben watched as Rias engaged the large crab demon while Koneko tried to engage with the monkey demon though she was finding it extremely difficult to catch the demon as it darted between the tree branches, out of her reach. The Arachnichimp suddenly came to a stop as it spotted Asia standing at the back, away from the battle, where it arced its tail towards her and fired more of its unnaturally tough webbing at the young blond ex-nun.

Ben acted on instinct and shot through the air at top speed towards Asia and scooped her up bridal style, getting out of the way just as the line of webbing hit the ground where she had just been standing. Seizing the opportunity, Koneko took hold of the line of webbing, ignoring that it instantly stuck to her hand, which was still attached to the demon's tail and pulled at it with all her might, easily pulling the surprised demon out of the tree, and causing it to hit the ground with great force. Even as this happened, Koneko leapt at the demon and brought her fist down on top of it, crushing its head with her greatly enhanced strength and causing it to disintegrate into black smoke.

Ben flew to the ground, away from the battle and let Asia down, noting that her entire face had gone bright red from embarrassment in the way she had been held by Ben just now. "T-Thank you, Ben," she flustered, her face still bright red, as Ben reverted back into his normal form.

"No problem," Ben replied, his own cheeks reddening up slightly.

At the same time this happened, Rias was surrounded by a deep red aura as she faced down the Cerebrocrustacean which hissed in challenge, it's jaw open to reveal razor sharp teeth as drool trailed down its face while it jabbed its pincers threateningly at her. Just then, its head opened up to reveal it pink brain which was tingling with bright yellow energy as it built up its charge which it suddenly discharged a second later. As it released its electrical charge, Rias sent forth a ball of dark energy which struck the bolt of electricity and sent it, as well as the ball of powerful energy, back to the demon and obliterating it completely just like the other demons before it.

"What have you done you fools?!" Animo shouted angrily at them from the other end of the clearing as the last of his demonic followers evaporated in a flash of light and black smoke.

"We put a stop to your little experiment, and will now put an end to you," Rias shouted back as the crimson aura suddenly stirred up around her again as she prepared to fire an energy ball at him.

Animo's scowl disappeared, only to be replaced with a sinister smile as he cackled at her. "I think you'll find, little devil, that I have plenty of data from this little display, thanks to you and your servants. You haven't seen the last of me, Gremory, I promise you that."

Rias released her crimson ball of energy towards the fallen angel scientist, but before the it could hit him, Animo disappeared in a flash of light, leaving Rias' attack to sail past where he had been and explode in the ground, leaving only a large crater, instead of a forest floor, full of black feathers.

"Damn," Rias muttered, crossing her arms under her bust in annoyance at failing to catch the fallen angel. "He got away."

"We'll get him one day," Ben said, trying to cheer her up.

She nodded slowly as she turned to face him and the rest of her peerage. "Let's get out of here," she said and was answered by a chorus of "Yes president!" from her entire peerage as they began to make their way back to the place where they teleported in originally with the familiar master leading the way.

. . . . .

(Fifteen minutes later)

They trudged back in silence, thinking back on what they had experienced.

 _"Have you ever heard of this Animo person,"_ Ben thought to Azmuth as he went through everything that had happened to them on this trip.

 ** _[No. I've never come across a Fallen Angel who went by that name,]_** Azmuth replied after a moment's thought. **_[Although you must remember that I rarely ever made myself known to the world below. I'm a Dragon God, remember? His fascination with controlling the minds of demons is pretty troubling though. I doubt that's the last we've seen of him.]_**

Ben was brought out of his internal conversation with Azmuth when he suddenly heard squealing coming from the girls in front of him. He looked ahead of him to see them covered in lime-green slime with more blobs falling on them from the trees above. He could see that it clearly wasn't ordinary slime as, even as he watched them, their clothes slowly started disappearing before his eyes. Within a few seconds, Rias and Akeno's voluptuous breasts were exposed to the air, making Ben go bright red from embarrassment as he made a point to avoid looking directly at their naked flesh. Even as he tried to distract himself from what was going on, he found it to be very difficult, even more so thanks to the girls' comments.

"It's burning my clothes!" Rias gasped.

"How naughty!" Akeno chided seductively.

Akeno raised the stakes even higher by declaring loudly, "Oh dear, I'm all slimy and wet." This proved to be too much for Ben as he felt his nose starting to bleed.

"What the hell is going on here?" he exclaimed, clamping his hand to cover his nose while trying to distract his attention away from the naked beauties before him. The familiar master, his face covered by the slime crossed his arms and said simply, "This creature, known as a Polymorph, is only a pest. Anyone who desires it should just give it a rest."

 **[There's nothing on it in the database,]** Azmuth revealed as Ben avoided the slime which appeared to be only deadly to clothing.

At that moment a large blob of slime fell out of the trees above them and landed at Asia's feet, splattering her with the same stuff that was currently eating the clothing of the other girls of the research club. A small blob landed on Ben's left arm and emitted a slight glow though Ben was too occupied to notice.

The pile which landed at Asia's feet suddenly started to morph into a humanoid figure and turned towards the girls of their group and made to fire more of its clothes eating slime at the girls. However, before it could do this though, a flash of blue lightning suddenly struck the slime, causing it and the slime covering everyone else to lose its form and fall to the ground in a lifeless heap of green liquid.

"What was that?" Ben asked, looking up at the treeline, mainly to avoid staring at girls in their state of undress and exposed breasts, but also in search of whatever released the blue lightning.

A small blue dragon flew down from a nearby branch and landed on Asia's shoulder where it began to rub its head against her cheek affectionately. The girls, now covering their breasts and groin areas gathered around Asia and the small dragon as did Kiba and the familiar master who had also managed to get the slime off of them.

"Is that a sprite dragon?" Kiba asked with interest.

"I think so. I've never seen them bond with a devil before," Akeno stated.

"I've never seen such a dragon bond with a devil. Its power is equivalent to one on the highest level," the familiar master explained to them, again in rhyme. "A sprite dragon only protects loved ones in trouble. Those two must be paired together on the double."

"Really? He still has to rhyme…after everything we've been through today?" Ben muttered to himself as he watched Asia stroke the dragon affectionately.

. . . . .

(Later)

They had a short walk back to the spot where they originally arrived though, thankfully, without any more excitement, and were soon safely back in the clubroom now. Before they had left the familiar forest, Asia had completed the ritual to make the dragon officially her familiar and named it Rassei, stating simply that it just felt natural.

Rassei was currently in her lap enjoying Asia's comforting touch. The others were standing around them expressing their surprise that a sprite dragon had bonded with a devil.

"Well Asia was a holy woman before becoming a devil," Rias reminded everyone. "That may have something to do with it."

"Possibly," Akeno muttered before turning towards Ben who was leaning against Rias' desk, staring at the slumbering dragon. "It's a shame we couldn't get one for you, sweetie," she said kindly to her junior.

Ben just shrugged his shoulders. "To be honest, I'm not that bothered about it. I'm just glad that I was able to save you guys from that peculiar Fallen Angel."

"And we're all grateful for that," Rias said as she walked towards him and took hold of his head, bringing it down until his face was resting between her breasts. Ben let out an exclamation at the sudden action but it was muffled by his master's considerable chest. "Thank you for that Ben, I mean it," she said as she rested her cheek on his head, a small smile on her face.

 _'Oh my word,'_ Akeno thought with fascination as she, along with everyone else, stared at the two of them. _'She's totally into him.'_

 **[Hmm, perhaps if I could say something…if you're not too busy that is,]** Azmuth said to the entire room with an obvious smile on his face.

Rias released Ben from her embrace and smiled at his flushed expression. "W-What do you want, Azmuth?" Ben sputtered as he struggled to get his blush under control.

 **[I just thought you may want to know that I was able to assimilate the DNA of the demon you encountered in your trip to the familiar forest,]** he explained matter-of-factly.

"What do you mean?" Ben asked with confusion.

 **[Did you lose all the blood in your brain just now from that hug, Ben?]** Azmuth asked innocently though relishing at the look of absolute embarrassment on his partner and the chuckling from Rias and Akeno. **[Remember how I told you that I can include, into the system, any demon that you come into contact with? Nothing has changed in that regard. You already had the forms that that fallen angel person was controlling but there was one more that I was able to integrate for future use.]**

"Well, there you go," Kiba said cheerfully from his spot on the sofa. "That's something at least. It's not a familiar, but it's something."

"Yeah, you're right," Ben agreed as he looked down at the glowing gem in the back of his left hand.

"Hang on a moment," Rias said abruptly, staring at the glowing jewel in Ben's hand. "We only faced those four demons which Animo controlled. Where did this demon come from?"

 **[I'm glad you asked me that, Rias. You indeed fought four demons which were under that fallen angel's control. The particular demon I'm referring to was the Polymorph which you encountered just before miss Asia found her sprite dragon familiar,]** Azmuth replied simply.

"Why did he get the DNA of that demonic pest?" Rias asked with a slight look of exasperation on her face.

 **[The Sacred Gear doesn't pick and choose which species it can assimilate. It takes all new and foreign DNA its possessor encounters and incorporates it into the Gear for later use.]**

"Don't use that Polymorph on me," Koneko muttered in warning, glaring daggers at Ben. "Otherwise I'll hurt you…badly."

Ben chuckled nervously "I'll bear that in mind."

"Well I believe that's enough excitement for one day. You all did such a good job today and I thank you for it. I expect to see you all tomorrow," Rias said with a smile.

Everyone nodded and wished each other a good night as they left the clubroom and went home for the night. It wasn't long until only Rias and Akeno remained in the clubroom. When Kiba finally closed the door behind him, Rias moved behind her desk and sat down in her chair while Akeno came to stand by her side. "Ben seems to have progressed a lot in this short amount of time, hasn't he? I wonder if he's ready," Rias' Queen said, a small smile still on her face.

Rias stared out of the window. "Possibly. I don't want him to put himself in unnecessary danger, especially after that incident with Freed and Raynare. I need to keep a close eye on him; he's prone to putting himself in danger, regardless of the danger. It could end badly for him one day and he needs someone to look out for him."

"That's quite assertive of you," Akeno noted with a sly smile.

Rias turned back to see Akeno giving a large smile as if she knew something Rias didn't, "Is there a point you're trying to make, Akeno?" she asked sternly.

Akeno held her hands up in mock surrender. "I'm not suggesting anything. I'm Just pointing out that, until he came along, you usually had a more…Laissez Faire approach to your servants. Just an observation, that's all."

"While I appreciate my best friend worrying about me," Rias said firmly, turning towards her vice-president and Queen. "I must ask that you let me handle my own problems on my own."

Akeno bowed slightly, recognising the 'line' had been reached. "Of course madam president. May I return home for the night?"

"Yes you may. I'll retire for the night soon as well," Rias muttered.

Akeno bowed again and exited the clubroom, closing the door quietly. Rias returned her gaze to the window, looking out across the dark school grounds when she felt a disturbance behind her. She looked around to see a magic circle appear. Normally, strangers couldn't appear directly in the clubroom. However, this circle bore the house of Gremory sigil, signifying that it was someone from her family.

She knew who it was and what it was about but she would never subject herself to it.

A figure appeared from the circle.

"Hello Lady Rias. We need to talk," the figure said.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And that was the appearance of Dr. Animo.**

 **I hope it wasn't a bad introduction to him. He was one of my favourite villains in the original series and I couldn't resist adding him in…with a little DxD spin of course. He only made his initial debut here but he will return in the future. I don't know for sure when but he will return as will other villains which you'll recognise.**

 **I know some people will be annoyed that I chose not to give Ben a familiar but I stick with my decision. Ben has got enough forms to work with and get used to as it is and I couldn't think of anything that he could have as a familiar with an ability he can't do himself. If people can think of one, I might find a way to bring it into my story somehow.**

 **Now onto the reviews:**

 **Nivek Beldo: Thanks for noticing the shout-out to Fairy Tail. I don't plan on visiting other dimensions in this story, but I have been having several ideas go through my head on separate spin-off stories where my version of Ben heads to different worlds but I'll wait until I get to a certain part of my story before then.**

 **The Dimensional Gap itself will play an important part, or more accurately what lurks within it (hint: it's not just Great Red and Ophis), for my own arc.**

 **Emblemfan1: That's fine. I'm just glad I've got readers taking the time to review my story. I liked your suggestions for the alterations to the aliens to make them fit my story and will consider them. As you will have noticed with Goop, I decided to completely remove the disk from his appearance.**

 **I never considered the Dimensional Gap approach but that sounds very interesting.**

 **Johnathen: I think I will have Ben come up with the names for the different forms from the species name to the names we all recognise. I don't plan on introducing Paradox or Eon to my story as I can't see how they will be able to fit into my story.**

 **Great Saiyaman54: Don't worry. I hated those cringe-worthy scenes in the anime and will NOT be putting them into my story. If anything, I plan to enhance the ecchi stuff and perhaps include some limes in my story (but no lemons just yet. I haven't got enough experience writing this story normally yet and trying to write a good lemon scene would just go wrong).**

 **Primus1661: Are you referring to the headless horsemen? If you are, I don't think so. I don't know what their abilities would be and it would be weird for me to try writing in a new form that I know absolutely nothing.**

 **Treyalexander63917: I'm sorry that I disappointed you with Max. I have got plans for Gwen to be included into the story so I hope that's some comfort.**

 **. . . . .**

 **Thank you all, once again, for reading my story and reviewing it. Next week's chapter will start the Riser arc and I have to say that I'm really looking to writing that.**

 **Until next week, see ya later!**


	10. The Phenex appears

**A/N: Welcome back to yet another chapter in my story. Hope you guys are enjoying it so far.**

 **I've seen the stats and I am absolutely astounded to see that I am so close to reaching my first milestone of over 100 followers and I can't tell you how pleased I am that there are that many people who like reading my story. I hope it will pass over this by the end of this arc and will continue to rise as I continue to write my story.**

 **You may have noticed that this is my longest chapter to date. I didn't plan it but please let me know if it was simply too long for you guys through either reviews or PMing me. If there are enough responses I'll change it however it goes.**

 **(I don't own either of these worlds or their characters)**

 **Without further ado, here's the next chapter and start of the Phenex arc!**

 **. . . . . . . . . . . . . . . . . . . . .**

Ben was currently sat in his room, the only light emitting from the lamp at his desk, and leaning back in the chair next to his desk, absentmindedly listening to some music while playing the guitar segments with his guitar. Not long after he had returned home, Ben had found himself lost in his own thoughts (which tended to happen a lot more these days), particularly about his Gears and the transformations he could become.

The reason this had been brought to the forefront of his mind was almost directly caused by their recent visit to the familiar and the addition to his collection of demons.

His mind wondered back to when he had been bored one day in the clubroom after delivering his flyer quota for the evening and found himself looking through the large library of available demons he could become. The ones which Azmuth deemed him unprepared for were left blank so he couldn't even see what they looked like which frustrated him slightly. The other forms, though, had no such issue. He was amazed at how…different each one was from the next. While most of them were humanoid in shape and stature, that was really the only thing which linked them together. Apart from that basic shape, they were each fascinatingly unique, appearance-wise, in their own way.

While Azmuth was able to give him basic information on each demon he could become, Ben couldn't help but feel the need to understand them further. They were a distinct part of his life now, whether he wanted it or not, and so had decided to learn more about his new abilities and these strange demonic creatures as best he could.

He wanted to understand the strengths and weaknesses of all his transformations, every little detail. He was a stickler for detail and was already imagining scenarios where each one would be useful in a fight, even if it didn't look like it would be useful. Take the Polymorph for example; while considered nothing more than a pest for 'obvious reasons' (Ben had to wipe a thin trickle of blood emerging from his nose as that particular memory appeared in his mind), Ben could see how it's unique powers and traits could make it a powerful form in the right circumstance.

A thought suddenly formed in Ben's head, something he had wondered a while ago but had put it to the back of his mind due to the rest of the stuff going on in his life and was never able to bring it up with Azmuth until now, when everything seemed to have settled down.

"Hey Azmuth," he muttered absentmindedly, resting his guitar against his shoulder as he turned his chair on its axis so that he was looking out the window, into the night sky and the stars and moon.

 **[What is it partner?]** Azmuth replied quietly, the soft glow on the back of Ben's left hand returning.

"I was wondering about whether it would be a good idea if I gave my forms different names. You know, so I can tell the difference between them," Ben explained as he stretched his back to find a more comfortable position in his chair.

 **[Why do you think you need to do that?]** the ancient dragon asked with some confusion clear in his voice as he asked his question. **[What's wrong with using the name they were given when they were created?]**

"It's just that simply announcing them by the name of their species…or even simply talking to others about them could get very confusing. I mean, look at the Cerebrocrustacean. It's hard enough trying to call it by that name at the best of times…but it would be next to impossible to say if I were in the middle of a battle and trying to talk to the others. It's such a mouthful."

 **[Hmmmm, I guess I can see your point. Urgh, you are the one who controls the Gear so I suppose if that's what you wish…,]** Azmuth admitted begrudgingly. Ben could practically tell that he wasn't fond of the suggestion at all. **[…then I guess I can change its name in the database to one that you would prefer. You would need to tell me beforehand though so I can change its entry in the database. Have you any particular suggestion for the Cerebrocrustacean's new designation?]**

"Well, I've been thinking about that actually. When I came up with ideas for a new name for it I took into account its increased brain capacity and incredibly high IQ along with its electrokinesis capabilities. I came up with a few ideas for names but I was thinking that something along the lines of 'Brainstorm' would fit it best," Ben said as he pictured the demon with the different names he had come up for it. "What do you think?"

Ben would swear he could feel the dragon god shudder deep within the Gear at Ben's suggestion though he carried on as though it never happened. **[Not bad. Could've been worse I suppose,]** he muttered though barely gritted teeth. **[Do you have any other suggestions for names for your demon forms? Perhaps Mr Blob for the Polymorph.]**

Ben could sense the irritation in Azmuth's voice and decided not to push his buttons any further. Having an extremely irritated dragon residing in your left hand was not the best thing to have in the world.

"Not really. It took me all this time just thinking up a new name for the Cerebrocrustacean. I'll keep thinking of new names and I'll tell you as soon as I have some possible new names for them."

Azmuth sighed deeply before continuing. **[Very well, I'll have to disappear for a few hours while I see to altering the current name in the database on the Cerebro-…urgh, I mean on Brainstorm's entry. I'll return once I have completed the alteration.]**

"I guess that's the best I can expect," Ben admitted with a sigh as Azmuth departed into the depths of the Sacred Gear to begin his work, grumbling to himself as he disappeared. Ben had to stifle a chuckle which was threatening to break free at Azmuth's clear distaste for Ben's request.

With Azmuth gone, Ben picked up his guitar again and started to play a random tone on it as his thoughts, once again, returned to another thing which he was concerned about….

Rias.

For some time now, Ben suspected that something was going on with Rias, and she was worried about it. He had detected it not long after they had brought Asia back as a devil but, even though it had been quite a while since then, he had found himself no closer to finding out what was going on with her, despite how hard he tried to coax the information out of her. She remained firm and refused to tell him anything, insisting that she was fine.

Ben put her stubbornness down to her noble upbringing found it frustrating that she opted to bottling up her issues instead of telling him or the others. He had a sneaking suspicion that Akeno was aware of the problem because she was Rias' Queen. Rias seemed determined to keep it as her problem, no matter how much Ben wanted to help her.

Just as Ben turned off his desk lamp, leaving the only light in his room to come from the moonlight, and was about to call it a night and head to bed, he heard the sound of a teleportation circle forming behind him. He spun around in his chair to see a familiar crimson circle in the middle of his bedroom and Rias step out of it. He cast a quick glance to his clock to see it was nearly 2:00AM.

 _'What the hell is she doing here? And why is she still in her uniform?'_ Ben thought to himself with confusion. _'Has she come here straight from the clubroom?'_

As these thoughts ran through his head, Ben's gaze quickly found itself zeroing in on Rias' face and was concerned when he saw the troubled look she held.

 _'What's going on? Has this got something to do with this mysterious problem of hers?'_ he thought as he stared at the troubled devil.

"Uh, hey Rias," Ben greeted her with confusion still in his voice. "What can I do for…." He was abruptly cut off when Rias strode up to him and placed her hands firmly on his shoulders and tilting his chair back slightly as she leant into him.

"Uh, what's wrong?" he asked, his confusion only growing further at her strange behaviour.

"Ben," she said firmly. "I need you to take me, right now!"

"What do you mean? Take you where?" Ben asked nervously. He had never seen Rias like this before and it was unnerving him considerably.

"Urgh, you idiot," Rias muttered softly before her expression turned borderline desperate. "I need you to take my virginity!"

DOOOOOONNNNNGGGGGGG!

Ben's guitar fell out of his hands and hit the ground noisily but he barely even registered it as he was attempting to reel from what Rias had just said. She didn't just…no, she couldn't have.

The only thing his racing brain allowed him to say was, "You want me to do what?" he mumbled, his eyes wide.

"I need you to take my virginity," she repeated urgently as she leaned back, taking Ben with her as she pulled him out of his chair. He was simply too stunned from her abrupt request to move on his own.

Rias gently pushed him down on his bed. Before stepping away from him and proceeding to removed her uniform until she stood before him, clad only in her black, lacy bra and panties.

Ben's mind was still racing madly, making him incapable of forming a single, coherent thought. What was happening here? Is this all a dream? It must be. I'm just a lowly devil, not even popular or interesting by human standards while she is a pure-blooded devil from a distinguished devil house.

As she stood before him in her state of undress, Ben couldn't help, even in such a clearly delicate situation, but admire the crimson-haired King's beauty. With her flawless skin being illuminated by the moonlight, she looked even more beautiful than the first time he saw her in a similar state after his encounter with Dohnaseek.

Rias approached him and forced him to lie down on his back as she crawled onto the bed until she was on all fours with him beneath her. Ben's heart was beating so hard and fast at this point that Ben was certain she could hear it trying to break free from his chest, though she didn't seem to care.

"Once it is known that I am ruined, I'll finally be free," she said with a determined expression on her face.

 _'Free? Free from what?'_ Bern thought urgently as he stared at her above him. He was certain, at this point, that whatever was going on with Rias here was definitely linked to whatever problem she was dealing with. "Umm, Rias…," he tried saying but was cut off by the red-haired beauty.

"What's the matter? Am I not good enough?" she asked timidly, her eyes never leaving his as she tried to guess what was going through his mind.

"N-NO, no, no. It's not that, it's just that…," Ben tried to explain, though nothing came to mind, but was once again cut off by Rias.

"I've given this a lot of thought Ben, and this is the only way," she stated with a tone of certainty in her voice. While she said this as confidently as she could, Ben couldn't help but notice her shaking subconsciously as she stared down at him. Whatever was going on with her had made Rias so fearful that she had clearly deduced that losing her virginity to Ben was somehow the answer.

"You have demonstrated to me more than once that you'll help anyone in need, no matter who they are." She straddled Ben's thighs as she sat up, reaching behind her back to unhook her bra. "I'm hoping you are still that person for me now."

"You're one too?" she asked as she struggled with the clasp due to her unsteady fingers. "A virgin I mean."

"Uh-huh," Ben mumbled as he stared at what Rias was doing with wide eyes. He was still unable to fathom what was happening before his eyes. Rias Gremory, the most beautiful person he had ever met in his entire life, was straddling him on his bed and demanding he take her virginity.

Finally succeeding with her task, Rias brought her hands back from her bra clasp as it released her buxom breasts from their tight confines, allowing them to be free and rise and fall with her chest as she took deep breaths to calm herself down.

Ben tried to look away but found himself unable to. Her breasts may as well have hypnotic powers with the way they transfixed Ben and freeze his train of thought. This was only made worse when Rias took hold of Ben's right wrist and place his hand on her left breast. As soon as his hand made contact with the soft, warm flesh of her breast, Ben inadvertently took a deep breath and momentarily forgot to breathe. Rias let out a moan herself at the feeling of his hand on her exposed breast.

Ben's sharp intake of breath was just what he needed as he felt his thoughts return to him and, as he looked back up at Rias to see the forced determination in her eyes, realised that this wasn't what Rias needed right now. He knew that nearly every other man in his position would comply with her request but Ben couldn't bring himself to do it when he saw how much Rias was forcing herself to do this.

"Will you please take me….?" She pleaded desperately. Ben was finally brought out of his stupor at the clear desperation in Rias' voice and knew that this wasn't the way.

 _'No. I can't do this,'_ he thought with finality as he looked up at the beauty above him. _'This is the opposite of what she needs right now.'_

Coming to this decision, Ben suddenly sat up and wrapped his crimson-haired master in a tight hug. He placed his left hand on the back of her head and tried to express his commitment to her tight then and there that he would do anything to help her…but not this. He was so determined with this that he wasn't even fazed by the fact her large breasts were squashed up against his bare chest. He placed his hand against the back of her head and tried to comfort her as best he could.

The last thing he ever wanted to do to the young woman who saved his life more than once was let her do something she could come to regret in the future…which for a devil was an incredibly long time.

Rias was caught completely off guard by Ben's reaction to her advance and froze at his sudden embrace with wide eyes. This wasn't what she planned at happening. He was supposed to accept her request and take her virginity away from her once and for all.

However, while this was the case, she couldn't help but find comfort in his warm embrace and slowly brought her own arms around Ben's chest and rested them against his back.

Their embrace was interrupted when, suddenly, another magic circle appeared in his room, right where Rias' circle had appeared from, and a maid stepped out of it, immediately spotting the two devils sat on the bed.

"Really Rias? This is the length you'll go to in your bid to avoid your obligations?" she asked sternly as she approached the bed.

She looked like a young woman, though Ben had been told that most female devils looked like they were in their twenties through the use of magic so her actual age range was a complete mystery. She had silver hair which flowed down her back, two long braids which hung down either side of her head, each tied off with a small blue bow, and eyes which matched her hair in its silver colour.

"You must know this would only make Sirzechs disappointed with you," she chided as she started to pick Rias' clothes up off the floor.

Rias, reluctantly, removed herself from Ben's embrace and got off the bed and stood facing the mysterious woman. "My virtue is to be given to whomever I wish to give it to," she replied with a firm tone of defiance in her voice.

"But to give it to this low-born?" the silver-haired woman asked, casting a quick glance in Ben's direction.

Rias placed her hands on her hips and glared at the woman angrily. "I will not accept anyone calling one of my honoured servants a "low-born". I don't care if you are my brother's Queen."

The woman didn't reply immediately and, instead, picked Rias' school shirt from the clothes pile and draped it over her shoulders, failing miserably at covering her breasts completely.

"Duly noted," she said politely. "But you must remember that you are the heiress to the House of Gremory. Please have more respect for yourself." She then turned to face Ben, who was still sat on the bed.

"My apologies for the intrusion," she said, bowing her head at him, politely. "My name is Grayfia Lucifuge and I am in the service of the Gremory family. We will get out of your hair now."

Ben was unable to say anything in return, perplexed by everything that was happening and being unable to process it all. He wanted to say something to Rias, to ask her what was going on but he couldn't put the right words together.

"Ow!" he muttered as Rias suddenly pinched his cheek lightly, forcing him to turn and look at her.

"I'm sorry for tonight, Ben. I wasn't thinking things through clearly. I apologise for making you uncomfortable." she gave him a hug before returning to Grayfia's side.

"Wait, so this is him? Ben Tennyson; the wielder of both the Boosted Gear and Transformation Drive?" Grayfia asked as she stared at Ben with new curiosity.

"Uh…yeah," Ben muttered. "That's me,"

"So you're the one that Sirzechs was talking about; the one who possesses the soul of the Red Dragon Emperor and the Dragon God, Azmuth," Grayfia said with intrigue.

Rias turned back to Grayfia. "If we are going to talk, I will need to have Akeno by my side," she declared.

"Of course. It's only natural for a King to have their Queen by their side in such important matters," the silver-haired maid replied as though the contrary never even occurred to her.

"Ben."

Ben looked back at Rias as she leant down and kissed him on the cheek. He could feel his cheeks reddening at her simple gesture and gently pressed his hand on the spot where her lips had touched his skin.

"Please accept that as my apology for troubling you. I'll see you tomorrow in the clubroom," she said as Grayfia summoned another magic circle and spirited them away, leaving Ben once again alone in his room.

* * *

The next morning saw Ben and Asia making their routine journey to the clubroom after school. Ben hadn't told Asia about what happened last night because he didn't want her to worry about Rias or feel stressed out about something even he couldn't understand. He, on the other hand, had spent the entire day consumed by the events which took place last night in his room, completely ignoring what the teachers were saying. He just couldn't fathom what Rias was so concerned about that it would lead to her desperate plea to him to take her virginity.

As they made their way through the wooded area around the back of the school towards the clubroom they were joined by Kiba who was likewise heading to the clubroom himself. He decided it was safe to explain to Kiba about Rias' strange behaviour before last night and was glad to hear that Kiba had also spotted the signs of her distress.

"I think you're right," he admitted as they walked towards the old school building. "Something is bothering the president."

"What do you think it is?" Ben asked, glancing at the Gremory Knight.

"If I had to guess, I'd say it was its House of Gremory trouble." He suddenly stopped, frozen where he stood. Ben and Asia stopped too when they realised he wasn't walking with them anymore.

"What's wrong?" Asia asked him.

"Well…there's one thing I can think of that'll upset her…and its pretty bad news," Kiba muttered, not directly looking at them.

The three of them entered the clubroom to see Koneko sitting on the sofa, Rias, who was sat behind her desk, and Akeno who was standing by Rias' side. They then spotted another final person in the room who had their back to them. She turned around to face them; It was Grayfia!

"Now that everyone is here may I speak freely about…?" Grayfia began but stopped when Rias held up her hand, silencing her.

Rias was about to speak when a bright orange light in the shape of a magic circle suddenly appeared, cutting her off. It bore, what Ben assumed to be, a sigil of another noble Devil House but he didn't recognise whose it was. Asia hid behind Ben as flames suddenly burst out from the magic circle.

"Ahh, Riser Phenex has arrived in the human realm," a new voice drawled out in a bored tone.

The owner of the voice was a man who looked to be in his early twenties. He had short blond hair with blue eyes. He wore a burgundy blazer with gold embroidery, a matching pair of burgundy pants and black dress shoes. His look was finished with a white, slightly unbuttoned shirt.

Ben had just one initial thought about this guy.

An obnoxious arsehole.

"Who the hell is this?" he asked, looking around the room. He took an instant dislike to the strange man standing before him.

It was Grayfia who answered his question.

"This is Lord Riser Phenex, third son of the head of the House of Phenex. He is also the fiancé of Rias Gremory," she explained simply.

Fiancé!

Ben looked at Rias, only to see her hardened stare towards Riser. At least he now understood what had caused Rias so much distress lately….

She was being forced, almost certainly by her family, to marry this dickhead!

* * *

"Riser must compliment the Queen of my beloved Rias. The tea is most delicious," Riser said as he drank the tea made for him by Akeno.

Riser was sat down on the sofa with his arm draped over Rias, his hand running through her hair possessively. Ben could see that she was obviously hating his fingers touching her so familiarly and ground his teeth as he glared at Riser.

"Thank you very much," Akeno said with a false smile on her face and with such hidden hostility towards him that Ben could feel it on the other side of the room. She returned to the others who were standing behind the opposite sofa, staring at Rias and Riser. Ben was leaning against the wall, still grinding his teeth slowly, seething at what Rias was being put through despite her wishes.

Rias had seemingly reached her limit when Riser went too far and put his hand on her thigh. "That's enough, Riser!" she stated firmly, standing up from her seat and facing Riser. "It appears I need to remind you again that I will not…nor will I _ever_ marry you."

"Rias, my darling," Riser said in an extremely laid-back tone, "It has already been decided between our two great houses that this wedding will take place. You are aware that we must keep our pure-blood heritage, aren't you? You don't want to bring shame to your house, do you?"

"I will not bring my family to ruin!" Rias retorted firmly, glaring at Riser. "My husband will be chosen by me, and no one else."

Riser rose from his seat and moved towards Rias, standing too closely to her for Ben's liking, and cupped her chin and forcing her to look up at him as he sneered at her, all previous courtesy disappearing instantly. "I don't care if I have to incinerate everyone in this room. You _will_ be accompanying me back to the Underworld," he said, his eyes blazing.

THUD!

Everyone turned to look at Ben as he brought his hand back to his side, clenching and unclenching his fist slowly. He had been unable to contain himself any longer and had lashed out unconsciously, bringing his arm up and striking the wall to his right and leaving a crack in it when he brought his hand away from it.

He took a deep breath before looking up at Riser and glaring at him. "I thought I could keep out of this because I'm not familiar with devil customs yet…but I won't simply stand by and let you threaten anyone while I'm around."

 _'Where the hell is this coming from?'_ Ben thought to himself with amazement. He hadn't planned to erupt like this, but he appeared to be doing it anyway.

Rias was staring at him with great surprise as was every other member of her peerage. Ben was so focused on Riser that he hadn't noticed the bruising developing on his hand from when he punched the wall. "If you want to hurt anyone, you'll have to go through me first," he said slowly and sternly.

Before Riser, who looked like he was furious at the way Ben was speaking to him, could respond to Ben's warning, Grayfia beat him to it. "Ben, Riser, please stand down. I have been sent by here by order of Sirzechs to ensure there is no disruption of the peace. If you continue, I'm afraid I won't be able to stay quiet about it."

Ben could sense it, even if she didn't openly reveal it. The way she spoke gave off no killing intent, but he could tell that he would be an idiot if he ignored her warning. He nodded to the silver-haired devil and crossed his arms over his chest again, glaring at Riser.

"When told such a thing by one known by many as the 'Ultimate Queen', even Riser can become somewhat fearful," Riser admitted and took a step back from Rias.

"My master, Sirzechs, foresaw that there would be a breakdown in communications, and so assigned me a last resort should the conflict of interests," Grayfia explained to the two noble devils.

"I figured he'd do something like that," Rias muttered under her breath. "What is this last resort you're referring to Grayfia?"

"If my lady insists on putting her personal preferences above those of her family, she is to settle this matter via a Rating Game."

Rating Game? Ben could have sworn he had heard someone mention that before but he couldn't remember what it was for the life of him.

He leaned over to Akeno who was standing next to him and whispered, "What's a Rating Game?"

"It's a game noble devils play with each other. Basically it's a battle between the master and their servants to determine a winner," she explained with an empty smile. "But that's not our biggest problem though?"

Before Ben could inquire as to what she meant by that, Riser beat him to it. "My dear Rias, would Riser be correct in assuming that the extent of your servants is this adorable little group?"

"So what if they are?" Rias retorted harshly.

Riser let out a confident laugh and snapped his fingers, summoning another magic circle, similar to the one he arrived in but much larger, and revealed fifteen shadows. "Riser has all fifteen pieces," he boasted gleefully as the circle disappeared to reveal fifteen different girls standing in the clubroom. "You have no chance."

Ben cast a glance up at Riser's peerage and had to force himself to stifle a chuckle. From one look, he could tell that Riser had collected them into his peerage for one reason. He couldn't tell how strong they were from looking at them, but they were all extremely beautiful young women, a quality that someone like Riser would only really consider for his servants.

Even though he tried his best to stifle his chuckle, Riser still heard him and looked towards Ben and glared at him. "It seems you still need much to teach your servants, Rias," he sneered condescendingly. "Your servant doesn't seem to know how to treat his betters."

Ben chuckled again and looked directly into Riser's eyes unblinkingly. "Betters? There are many words that I would use to describe you, but my 'better' is certainly not one of them. Arrogant bastard? Yeah. Cocky prick? Sure. But never one of my betters."

"How dare you?!" Riser snarled though that didn't stop Ben from his speech, he had no idea where this confidence had suddenly come from but he wasn't going to waste it.

"You are nothing compared to Rias," he declared, ignoring the glances he was getting from anyone else bar Riser. "She picked each of us to be a part of her peerage because of our abilities and skills, not because they've got a nice rack or ass."

"Mira, teach this bastard a lesson he won't soon forget!" Riser ordered with a jeer as a girl who wielded a staff stepped forward.

"Yes master," she muttered obediently and charged towards her target.

As she sprang forward to strike Ben, he summoned his emerald gauntlet and slammed his hand down on the dial on the form he had chosen beforehand.

 **[Transform: Orishan!]**

The green light died down just as Mira struck at Ben with the end of her staff. In his place stood a 7ft tall red, mollusc-like creature. Its entire body was coated in an armoured shell and it had four sharp claws on each hand.

Mira's staff struck the shell of the Orishan's impenetrable armoured chest and bounced off it. She looked up at him with wide eyes, as did every other member of Riser's peerage. Ben looked down at her and picked her up by the scruff of her robes, lifting her off the ground in her shocked state, and launched her back into their group with great force, sending a few of them crashing to the floor from the impact.

Rias stared at Ben with wide eyes. ' _Ben?'_ she thought with amazement. _'Where did this fire come from?'_

"So…who's next?" Ben asked in a gravelly voice as he cracked his knuckles in anticipation.

"Don't be too cocky, low-born," Riser sneered. "She was one of my Pawn, the weakest of my servants."

"Are you volunteering then?" Ben asked with a small smirk appearing on his mollusc-like face.

"That's enough Ben," Rias declared firmly before turning to Grayfia. "Tell my brother that I accept his terms. We will decide this with a Rating Game."

"I will inform him at once, Lady Rias," Grayfia said, bowing slightly. "May I suggest we hold the game 10 days from now. This allows you some time to prepare considering this will be your first ever Rating Game."

Riser chuckled as he returned to his peerage. "Hahaha. You can have as long as you want to train; it still won't be enough to beat me. I look forward to putting this issue to bed at last and finally claiming you as my bride," he sneered as he disappeared in the same burnt-orange magic circle that brought him there, taking the rest of his peerage with him. The clubroom returned to silence with his departure.

The silence was then broken when Ben returned back to his normal form and found himself unable to stand upright without aid. He was only able to stay standing when his left hand gripped the edge of the sofa while his right hand clutched the area above his heart which was beating furiously, the adrenaline finally leaving his system.

 ** _[Nice work partner,]_** Azmuth said in Ben's head abruptly, taking him by surprise at the emerald dragon's sudden return. **_[You were very manly just then. You almost had shivers running down my spine, and that's saying something,]_** he said with a soft chuckle.

 _'Oh shut up, you,'_ Ben replied, unable to find the words to say it with his mouth. _'I've never done anything like that before. I was acting on adrenaline alone.'_

 ** _[Sometimes that's all it takes,]_** Azmuth replied knowingly.

Ben felt a soft hand rest on his shoulder. He turned to see that its owner was Akeno. "Where did that come from Ben? I've never seen you act like that before," she said, impressed by his act.

"Yeah, that was pretty badass of you," Kiba added with a grin on his face. Ben could only give him a thumbs up in response as he fought to bring his breathing under control.

"My Lady," Grayfia said, attracting everyone's attention. "Do you agree to the handicap?"

Rias cast a quick glance at Ben before answering. "As much as I hate to admit it, we are far from ready to face Riser. I therefore accept the offer," she said with a small nod to Grayfia who nodded in return before disappearing in a white magic circle.

* * *

(The next day)

"Come on Ben! You're nearly there."

"Urgh…urgh…shut up," Ben gasped as he hefted what felt like a bus on his back up the hill to…. He had no bloody idea where they were heading but he was starting to doubt he would make it there. Even with his enhanced strength he was suffering greatly from the weight of the backpack attached to him.

Seriously! What did they put in this backpack?!

There had been no further activities in the clubroom yesterday on account of the fact that they were now preparing for a Rating Game against Riser in just 10 days. Rias had dismissed all of them for the rest of the day, but not before telling them that they were to meet up there again in the early hours the next day. Rias explained what was going on to Sona who then sorted everything out with the school authorities so that they could skip the next ten days of school without repercussions.

He heard, via Akeno, that the story they went with was that they were all going to a club tournament.

It hadn't been much of a task to sell the idea to his parents. They were _still_ reeling from the fact that he had actually made some friends and so agreed and accepted the rather vague story he told them and wished both him and Asia good luck in the 'upcoming tournament'. His mother made it a point to hug Asia extra tightly before they left that morning.

She had really taken to Asia moving into their house.

Ben continued to struggle up the hill, desperately trying to stay standing and not get distracted by the fact he was sweating profusely. He was absolutely certain that if he collapsed on the slope he was walking up he would not be getting back up again. The fact that the sun was glaring down on him with no clouds to obstruct it certainly didn't help matters.

"On your right," Kiba said as he suddenly strode past him. The only thing that made it bearable was because he had the satisfaction of carrying a heavier load than Kiba had. A few seconds later he was suddenly overtaken by Koneko too, though she was carrying a pack that was both bigger and heavier than both his and Kiba's combined.

"Move over," she muttered bluntly as she passed him.

"Are you a machine or something?" Ben gasped as she quickly made her way up the hill.

 **[Come on partner. You'll be grateful for this in the end,]** Azmuth joked with a low chuckle.

"Oh and you can shut up as well," Ben muttered. Azmuth only chuckled in response.

When he finally got to the top of the hill he was practically crawling on all fours. Rias smiled sweetly at him and patted his sweaty cheek affectionately.

"I think…I'm going to…cough up my lungs," he gasped breathlessly.

"Oh stop whining," Rias chided as she placed her hands on her hips in amusement.

Ben wiped the sweat from his forehead as he picked himself up off the ground and looked up at where they would be staying. His eyes widened at the sight before his eyes.

They were all gathered before a massive mansion surrounded by so many trees that it was perfectly secluded from the world. He spotted a small lake beside the house which had a small pavilion on the edge overlooking it.

"What…is this place?" he breathed, wiping more sweat off his brow to stop it reaching his eyes.

"This is one of my family's summer homes," Rias explained as she looked up at the large house before them. "They let me use it for the next 10 days while we train."

"Oh wow, it's so pretty!" Asia exclaimed cheerily.

"Come on then," Rias stated as she began to enter. "Let's begin with the training."

"What…now?" Ben gasped, gazing up at the crimson-haired devil in horror. "That's just evil."

Rias glanced back at Ben with a sly smile on her face. "Why thank you, you're too kind," she said with a twinkle in her eye before continuing on her way towards the house.

 _'What hell am I going to be put through now?'_ Ben thought with dread.

 **[I dread to think. That young Gremory girl can be very frightening sometimes,]** Azmuth said truthfully as the two of them watched the red-haired beauty lead the way to the house.

* * *

After everyone had entered the house and settled into the rooms they'd be staying in for the duration of their training time, Rias had told everyone to get changed into the gym clothes they had brought with them so they could begin the training immediately. When everyone had done this, they all gathered outside the house, on its back lawn.

Rias had given a brief explanation of what she wanted each of her servants to accomplish at the end of the 10 days.

She had managed to talk to everyone else before she came to Ben and stared at him with a determined expression on her face.

"The point of this training for you Ben is less about training with your various transformations and more about building up your own body's strength. You are strong in any one of your forms, yes, but your physical body doesn't have the necessary strength to stay in your forms for long. That's something we'll have to concentrate on for now. Your forms are no good to us if you don't have the strength to stay in them. Am I right, Azmuth?"

 **[Yes, you're quite right Rias. At this moment in time, it would be prudent to strengthen my partner's body above anything else,]** the dragon god said in agreement to her assessment. He was starting to like the young Gremory more and more.

"Well then, let's get started on your training. I hope you're ready," Rias said with the same twinkle in her eye she had the first time they were training, when he felt like dying.

He was really starting to hate that cute smile of hers.

Ben only groaned as the training officially started. He was already seriously starting to doubt that he would manage to make it through these next 10 days of training and live.

* * *

The first training exercise involved Ben and Kiba who were now standing opposite each other, each wielding a wooden sword. Rias and the others were stood to the side, watching the battle take place.

"The purpose of this exercise is to increase your both your reaction times and reflexes," she explained from the side line.

Ben and Kiba circled each other slowly as they gauged each other's movements. Suddenly, Ben surged forward and engaged his opponent who easily blocked the blow with his own sword. Ben had expected this to happen and so wasn't taken by surprise when it did. He was under no delusion that he could ever beat Kiba, someone who had trained with swords for a lot longer than Ben who had no experience at all.

"Your movements are sluggish, Ben," Kiba said as he continued to block Ben's blows with the odd counterstrike which always found its target.

"Ow! Bugger!" Ben muttered as Kiba struck his leg with another blow, sending yet another wave of pain through his body.

"You need to be more aware of your opponent's movements than of what's right in front of you," Kiba chided as he leapt around Ben, jabbing at him at certain intervals. This series of events continued with Ben effectively being Kiba's training dummy except for the rare instances where he was able to block a couple of his attacks until Kiba finally knocked the wooden sword out of his hands.

* * *

The lesson after that was with Akeno who was going to teach them about the aspects of magic. He, Asia, and the thunder priestess were gathered in a side room so they had some privacy while they had their lesson with the Gremory Queen.

"Magic is an important part of being a devil. It surrounds us, allowing those who can feel it to manipulate the flow of magic and stream it through focal points," she explained slowly so that her adorable students could keep up with her.

Ben closed his eyes and did as instructed by Akeno. He never really noticed it before, but when he stopped to actually think about it he could faintly feel…something flowing around him. He couldn't really describe it accurately but he believed it must be the flow of magic Akeno was talking about. He concentrated on the magic and imagined it concentrated into a single point. When he opened his eyes, he saw that he had created a small ball of magical energy in the space between his hands.

"Hey, I think I got it!" Asia exclaimed with excitement. Ben and Akeno looked over at the ex-nun to see that she had created a ball of magic power that was much larger than his.

"Well done, Asia. You've got a lot of magical power there," Akeno praised with a smile on her face.

"Yeah, not bad," Ben complimented her. "It's better than mine anyway."

 ** _[Don't worry about it too much, partner. Seeing as most of your power comes from the demons you transform into, it's not really that surprising that you aren't that proficient in such arts,]_** Azmuth explained, making Ben feel a bit better about himself.

* * *

The third lesson Rias had planned for him was a sparring match with Koneko. It was one of the few, if not only, lesson where he didn't completely suck at. Thanks to his sessions with Jennifer where she used him as a breathing punching bag, Ben was able hold his own, even if it was only a little bit.

He spent most of the match trying his best to block the small devil's solid blows. Bloody hell, she could punch! He couldn't find any openings to strike back and had to roll out of the way when she blasted the tree behind him with her fist alone.

Sensing this was his best opportunity since they started, he lunged towards Koneko in a vain attempt to catch her off guard and grapple her into submission before she finally beat him which would only have been a few seconds later.

Unfortunately for him though, Koneko seemed to expect this action and acted accordingly. She dodged his grasp and flipped him onto his stomach in a split second, sitting on the back of his neck with her legs wrapped around his neck in her own move to make him submit. After a few seconds at trying to break her iron grip and dislodge her from his back, Ben tapped her legs repeatedly, signifying his surrender.

She released the pressure she was applying to his neck and crouched down next to his head, looking down at his beaten form. "You need to learn to strike with precision and at your victim's core," she explained emotionlessly. "Just because you can transform into powerful demons doesn't mean that you know how to fight with them. you were lucky with your battle with Raynare as you didn't need precision. However, if you were to fight someone like Riser like you did with Raynare, you will lose."

Ben was slightly amazed with Koneko's statement. That was longest he had ever heard her speak since he met her. Usually she spoke very few words so hearing her speak like that was really weird.

Ben nodded his head in agreement. She was right after all; he'd been told the same thing by Azmuth not long after that fight too. "You're right, but that's the whole point for this training, I guess," he grumbled as he looked up at Koneko.

"Ready for round two?" she asked, standing up and stepping back from him.

"Yeah, I'll get you this time," Ben declared with determination as he pushed himself off the ground and charged at Koneko again.

* * *

The final training session he had for the day was with Rias and he had been secretly fearing this session above any other, and for good reason.

Just like the first time she trained him, she seemed to make it her mission in life to run him into the ground. If she hadn't been the one to save him from the brink of death numerous times, he'd be certain that she wanted to kill him through exhaustion.

"Why are you doing this to me?" he wheezed as he finished the latest task she had demanded he complete.

He had just been finishing off his one hundredth lap around the massive mansion (It was even larger than he originally thought!) and came to a stop, collapsing at her feet while she was leaning back in a reclining chair enjoying the sunlight while he was simply being baked under its fierce glare.

Sometimes he _really_ missed the crappy weather from when he lived in Britain. He never did get used to seeing the sun on a regular basis, not even when he lived in the States.

"Oh stop complaining," Rias replied with a cute smile on her lips as she looked towards him. "You'll thank me for this." She clapped her hands together. "Now…the next thing I want you to do is give me two hundred push-ups."

"What?!" Ben gasped, looking at Rias as if she had just sprouted two heads on her shoulders.

"Do you want it to be three hundred?" Rias retorted in a stern voice, shaking her finger at him. She didn't mean it of course, but she just loved watching her dear servant squirm like he did. "Chop, chop. If you finish two hundred before I finish this…." She held up a glass half full of water, "…then you don't have to make dinner for everyone tonight."

Ben said nothing and, instead, got himself into position and began to count off each push-up he did. He had been completely drained from today's training and doubted he could handle cooking dinner too.

"You'll thank me for this later!" she said innocently as he strived to finish off her order in time.

* * *

Thankfully, Rias seemed to show him a smidge of mercy in her training style and stuck to her word when he successfully managed to finish off his last push-up just as Rias downed the last of the water in her glass.

Instead of him, Akeno had been placed in charge of cooking dinner that night. Asia had volunteered to help out seeing as she didn't do as much work as everyone else today and wanted to help out where she could. He barely had the strength to lift up his arms from the table but somehow he found the strength to accept the bowl of rice and cooked vegetables which Akeno handed to him.

When he took the first bite, he felt life flow back into his body. He hadn't noticed how hungry he had been left after today's training and quickly finished off the bowl before he even realised it, much to Akeno's amusement.

"Ufufu. You must really like my food," she said with a smile.

Ben stopped and nodded his head, quickly gulping down his last mouthful. "Hmm, sorry about that. That tasted amazing. I've never tasted anything like that before."

"Oh stop it, you're too kind," she said, pressing her hands to her cheeks as she said this.

Asia timidly pushed a bowl of soup towards him. "Uh, do you want to try this Ben?" she asked, blushing slightly. "I made it myself."

Ben tried the soup and almost released a groan in ecstasy. It tasted so good; he'd never had soup which tasted so good before, not even soup made by his mother and she was an excellent cook.

"It's delicious," he said, unable to think of anything else to say. Asia's smile widened and her blush grew in intensity at his compliment.

"So what did you learn today, Ben?" Rias asked from beside him, at the head of the table.

Ben didn't reply immediately as he thought of a suitable answer. "I learnt that I still have a long way to go. I may be able to transform into powerful demons but my actual body has a lot of room for improvement."

"That's true. Even though you have none of the combat experience that the rest of us have, bar Asia, but you certainly have a lot of potential. Between your two powerful Sacred Gears and Asia's Twilight Healing, you two have more potential than most others. Your opponents will know this so I want the both of you to have enough strength to escape from any situation without bringing the rest of us down in the process."

"Got it," Ben and Asia replied, almost in perfect unison.

"Saying that though, your Transformation Drive is invaluable in that it allows you to adapt to any given situation. The most important trait you bring to our group is flexibility; you will be hard-pressed to encounter a situation that you can't overcome with your demonic forms."

With that said, Rias stood up from her seat. "Now, why don't we head to the baths? I think we've earned it after today's training."

 _'What did you do?'_ Ben thought childishly. _'You just took sick pleasure in torturing me.'_

He may have found the nerves somewhere to stand up to Riser, he knew that he would be stupid to say something like that to Rias and get away with it without some form of punishment.

"Care to join us, Ben?" Ria asked with a cheeky grin.

Ben, who had been drinking his tea when she suggested this, felt the liquid go down the wrong way at her words and broke down in a coughing fit.

Thankfully he was saved by Azmuth before he could give her an answer.

 **[As much as I'm sure my partner would** ** _love_** **to bathe with you fine ladies, I'm afraid I must decline on his behalf,]** Azmuth said, his deep voice reverberating around the room. **[While he has completed all your training for the day, he still has to be trained by me.]**

"Oh dear, that's a shame," Akeno moaned with a cute pout.

"In that case, I'll leave you to it, Azmuth," Rias said, looking at the glowing green jewel where Azmuth was speaking from. "But please don't overwork my beloved servant."

 **[Don't worry, Rias. He'll be around for your training tomorrow, have no doubt about that.]**

Still unable to speak thanks to his coughing fit which was thankfully lessening, Ben just gestured to the door with his thumb and made his way out, though not before he waved to them before he closed the door behind him.

He was already debating whether he wanted to be able to do the training tomorrow if today was any indication.

* * *

After he left the dining room, Azmuth instructed him to leave the mansion and make his way into the woods. Ben complied with his instruction and walked down the gravelled path into the woods. He had been walking for about five minutes before Azmuth called him to a stop. He looked around to see that he had walked into a large clearing in the wood which was only occupied by green grass.

"So what are you going to do to improve my mental capabilities?" Ben asked, summoning his Sacred Gears.

 **[The only way possible for you in the short time we have; constant practice. As you spend time in your demonic forms you grow more accustomed to the changes which take place to your body. Doing this, as well as the kind of training you've been doing today, will also train your mind to be able to handle the stress of even more powerful demons which, in your current state, would simply destroy your mind completely,]** Azmuth explained.

"Got it. Doesn't sound too difficult," Ben admitted as he began looking through his selection of demons to become.

 **[This training will also help you become familiar with how the different demons move and fight. You'll find it extremely rare for there to be two demons who are nigh on identical in their biology.]**

For the next three hours Ben transformed into many of the different forms he possessed and got used to how they altered his body, from adding additional limbs to having the ability to fly which was something he still wasn't completely used to doing normally, let alone should the need arise for him to fight an opponent in the air.

He smashed through boulders which dotted the edge of the clearing with forms which possessed strength superior to even Koneko and pulled out large trees and their roots as easily as pulling up weeds. He had immense trouble with the fast demons and was either constantly tripping over himself or hitting trees that he failed to avoid in time.

After three hours had passed, Ben was too weak to change again and trudged back up to the mansion, leaving the clearing which had transformed into something reminiscent of a battlefield behind him until he returned the next night.

* * *

The next week saw no deviation to the brutal training regime Rias had set out specifically for Ben, despite his objections about the intensity. Her response had been, "I wouldn't make you do it if I didn't think you were capable of it," which raised his spirits considerably at her view of his capabilities.

Today was different in that, instead of gruelling training and exercises, everyone was gathered in a study session to teach things to both Ben and Asia about aspects of their new lives as devils, including their history.

"Before we arrived to the current state of affairs we have now, the three factions: The Angels which are led by God, the Fallen Angels which are led by the Grigori, and the Devils who are ruled by the Devil Kings, were engaged in a massive three-sided war. All three sides suffered untold casualties with each battle," Rias explained seriously while Ben and Asia sat and listened intently.

"Since the lifespan of devils is next to eternal, our birth rate is extremely low to help stabilise our populations. However, the war put our survival as a species into jeopardy and forced us to develop the Evil Piece system which allowed humans to be reincarnated as devils to help raise the large gap in our numbers."

Rias stopped and looked at her newest servants. Asia was hanging onto every word she was saying while Ben was leaning into his arm and clearly trying to do the same but was really struggling thanks to the combined training he had been doing lately and lack of proper sleep. Rias smiled at him before looking back to the others.

"Alright, why don't we take a quick break? You all look pretty tired." Ben took this moment for his head to slide off his arm and hit the table loudly, waking him up again. Rias chuckled softly at this and looked towards Asia. "Asia, I'd love to hear more about your time as a nun and learn more about exorcisms, if you're okay with it that is."

Asia, who had been glancing at Ben as he sat bolt upright, rubbing his bruised head, looked to Rias. "Oh…sure, I can do that," she said timidly and took Rias' place at the front of the group.

"Uh…ok, I guess I can tell you about what the church uses to perform exorcisms," she said as she picked up a small sealed bottle of water. "This is Holy water which will seriously hurt a devil if they get it on their skin. A Holy cross will have the same effect because, like the water, it is a blessed item, deadly to any devil."

"That includes you too," Rias reminded her.

"Yeah, I know," the ex-nun muttered as she put the water on the table behind her and picked up the Bible. "This is another tool used by exorcists; the Holy Bible. I was always reading it when I was a little girl, but now I can't without feeling a sharp pain in my head."

The was an almost collective response from everyone which basically said, "Because you're a devil."

"I know," Asia said with a cute whine. "But there was one part which I really liked reading. I want to be able to read it at least one more time. Oh Lord, please forgive me for not reading Your words…Ouch!" she cried, clutching the side of her head in pain. Ben sweatdropped as she tried to read the passage again, as if to catch it off guard, only to howl in pain once more.

* * *

The rest of their training period continued on with no change or any issues until it was, at last, the last night they would be spending in the large house.

Ben had been worked to the bone from everyone and was now making his way back from his personal training with Azmuth for the last time and heading up to the house. When he reached the porch he spotted Rias over in the pavilion near the lake and decided to see what she was still doing up so late.

As he entered the pavilion, Rias looked up from the book she was looking over and glanced up at him.

"Oh, hi Ben. I didn't know you were still up." Rias said with a warm smile.

"Yeah, I had just finished training with Azmuth and was heading up to bed," he said as he approached her. When he was close enough he realised she was wearing an extremely thin red nightdress and a pair of thin, rim-less glasses.

He gestured to the glasses. "What's up with the glasses? I didn't think you needed them."

"Oh, these?" Rias asked as she brought up a hand to touch the arm of her glasses. "It's just to help me concentrate. I find it easier when I'm wearing them."

"Fair enough. What are you doing up so late anyway? I would have thought you'd be in bed by now," he asked as he sat down on the stone seat opposite to Rias.

"I was just reviewing the battle plan for tomorrow. It's not very good though I'm afraid. I have no idea how to deal with Riser," she admitted sadly, closing the book in her hands and sighing deeply.

"What is so special about him anyway?" Ben asked curiously. He knew that something must be unique about Riser's family for them to have the influence they had.

"He and the rest of his House aren't known as Phenex just in name. His, and every other member of his family's, ability is the same as the mythical bird itself: Immortality. He's indestructible, it's as simple as that. He can recover almost immediately after any attack thrown at him. His Rating Game record is eight wins and two losses…and those two losses were out of respect for the opposing family. I can't think of a way to overcome his power. How do you beat someone who can't die?"

"Hey don't be like that. Nobody's indestructible, he's got a limit just like anyone else, even if it's a little higher than normal," Ben said in an attempt to reassure Rias.

"Maybe," Rias mumbled, looking out across the lake. "Personally, I don't think that my family expect me to win this game. It's most likely why they agreed to a Rating Game in the first place; they knew I had no chance of winning against Phenex with his power and my inexperience."

"I don't really like this whole idea of forcing a person to marry someone they don't like, let alone love. It just seems wrong to me," Ben muttered as Rias stood up and looked up at the sky.

"The marriage is arranged for the heiress of the House of Gremory, not for Rias. I have no personal life of my own. The Gremory name will always follow me wherever I go."

"Do you hate it?" Ben asked, looking up at her and marvelling how beautiful she looked in the moonlight.

"Not at all, I'm proud of it," Rias said firmly before her expression turned sad once again. "One of the reasons I like living in the human world is because everyone treats me as Rias, not just as a Gremory. I've learned to adjust and make personal decisions because of my name. I may take pride in my title, but when it comes to marriage I want to marry someone who likes me for me, not as some political piece on the chess board to further their political career. It's only a dream, I know, but it's one I want to hold onto."

"I don't care about your title. I actually like you as Rias and not as the Gremory heiress. It wasn't her who gave me another chance at life when I was killed. It wasn't her who helped bring Asia back when I failed to rescue her," Ben said without realising it. When he did realise what he just said he clamped his hand over his mouth. He looked up to see Rias staring at him with a light blush on her cheeks.

"Sorry, I said something weird didn't I?" he said with embarrassment.

"No…not at all," Rias said, unable to take her gaze off of him.

"Well…I-I'd better be getting to bed then. We've got a big day tomorrow. See you, Rias," Ben said quickly as he stood up and made his way back into the mansion as quickly as he could with Rias staring at him in a whole new light all the way.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: I know some people wanted me to handle the Riser situation differently to how I did it. I really tried to find a way to make it work and still stay true to the characters, but I just couldn't do it. Rias is just the kind of person, in my opinion anyway, who would bottle up her problems for as long as possible. It's just who she is.**

 **Not much combat in this chapter but that can't always be the case, can it? This chapter was mainly just a stepping stone before the big fight next week.**

 **Reviews:**

 **IamBurden: True, he was kind of a familiar in the Omniverse series. To be honest with you though: After Ultimate Alien, the whole show took a nosedive into a shit heap and exploded gloriously in my view. It became so bad that I couldn't watch it anymore. It, unfortunately, followed the modern style of cartoons where they think everyone who watches it is under five years old. It went the same way as Teen Titans which was a fantastic show until it lost all its integrity with Teen Titans GO (*Shudders* So stupid!), and the less said about the original series reboot, the better.**

 **In conclusion…no, I will not be adding Skurd to my story.**

 **Primus1661: I looked then up but can't find a way in which they would fit in my story. I don't even have any ideas what its abilities could be. If you want to send me some ideas through a review or PM then I will see what I can do.**

 **Emblemfan1: I find virtually all of the reviews everyone posts helpful in some way. I'm just glad that you're taking the time to review each one of my chapters (Thanks for that by the way). Hope you liked this chapter.**

 **Great Saiyaman54: Have no fear! I already have plans for that form...not that I'm going to reveal them to everyone like this (*enter maniacal laugh here*). He will be making an appearance in my story at some point.**

 **Incidentally, he's one of my personal favourite aliens. There was no way I was going to miss him out.**

 **Please leave more reviews everyone. I know you're out there somewhere. I just want to know what your thoughts are. If you don't want your opinion to be known to everyone, you can just PM me if you want.**

 **Let's get past that 100 follower and favourite milestone people! Whoop!**

 **Until next week, see ya.**


	11. The Kuoh Academy showdown

**A/N: It seems that the last chapter broke through all the milestones I was hoping for. Since I published it, I passed the 100 mark for both 'followers' and 'favourites' AND I passed 10,000 views overall.**

 **I can't tell you how happy that makes me.**

 **Well, here you go, the fight you've all been waiting patiently for. I hope the suspense I built for it will be well worth your wait.**

 **(*Insert disclaimer here*)**

 **Read and most importantly…**

 **Don't forget to leave a REVIEW!**

 **It doesn't take much. I was ecstatic with the number of reviews I was getting for each chapter and I am still really happy when I get another review, but now…**

 **Look, I've got over 100 people following my story and I only got 4 reviews for the last chapter (that's less than 10%!). I hate appearing like a greedy arsehole that I, no doubt, am doing but I REALLY REALLY want to hear what you guys think.**

 **There are over 100 people who like this story; I just want to know why.**

 **If I'm being to demanding, I apologise. Don't let that stop you reading my story.**

 **Remember, I can't change anything you don't like or continue doing something you like if I can't see you. I'm not psychic you know (no matter how much I want to be).**

 **Moving on…hope you like the chapter!**

 **. . . . . . . . . . . . . . . . . . . .**

Ben and the others were gathered in the front of the mansion. It was the very last day of the training period they were granted with the Rating Game being held that very evening. Ben was currently standing apart from the others, his Sacred Gears already summoned and covering his forearms with the metallic gauntlets.

"For your final day of training I want you to show us how strong you've become as a result of your training," Rias said from the side as she watched him intently.

"How do you want me to do that?" Ben asked as he flexed his arms in preparation for whatever Rias' final test was with a hint of dread. If he had learnt anything from these last ten days, it was that Rias loved torturing him while disguising it as 'training'.

"I want you to only use your Boosted Gear for now. Activate it and keep building up your power until you have reached your limit," Rias instructed him.

He complied and began to slowly build up his power with the red gauntlet on his right arm.

 **[Boost!]**

He continued to do this around eight more times before he noticed that he was doing much better than the last time he did this on the second day of their boot camp. He had only just managed to reach eight boosts in power before almost fainting from exhaustion.

"That's it, Ben! Keep going!" Rias ordered with a smile on her lips, instantly noting the improvement in his abilities.

Ben continued to test the extent of which his limit had increased, reaching his twenty fourth boost before something new and unexpected happened to his Boosted Gear.

 **[Explosion!]**

"Huh? What the heck happened?" Ben asked as he looked down at the Boosted Gear to see it was glowing brightly with golden intricate patterns decorating its scarlet finish.

 **[It's a new ability you've managed to unlock as a result from your training; one which allows you to release all of your built up power into one single powerful blast,]** Azmuth explained from his other Gear. **[Just point and shoot, it's as simple as that.]**

"Cool," Ben said with excitement in his voice as he brought his right arm up, fingers spread wide, aimed it at the distant mountain and released the massive concentration of power he had built up. The shot had so much power behind it that it knocked Ben off his feet as he fired it. It streaked through the air in a crimson blur until it struck the mountain in the distance. When it did it was like a nuclear bomb going off, forcing all of them to cover their eyes from the blinding light which quickly followed the initial explosion. They uncovered their eyes a few seconds later, once the blinding light had subsided, to see that Ben had levelled the entire mountain!

Scratch that. Levelling a mountain implies that there was once evidence of a mountain standing there in the first place. In Ben's case, however, the mountain seemed to have simply ceased to exist. Ben had completely vaporised the mountain with his attack, leaving absolutely nothing in its wake. The mountain range before them had been split in half!

The only reason Ben wasn't worried about casualties in his attack was because he recalled when Rias had told him and Asia that her family owned all the land in a thirty-mile radius which happened to include the mountain he had just erased from existence.

"Whoa," Ben gasped as he picked himself off the ground to see the result of his explosion.

 **[Impressive, partner. You have vastly improved. Your training may have been tough but it has clearly made a difference to your abilities,]** Azmuth said with pride in his voice.

Ben smiled at Azmuth's compliment before a wave of exhaustion hit him abruptly and forced him to collapse onto one knee and unable to stand up on two feet.

"Wow," Akeno muttered with a sultry smile as she admired the destruction Ben caused. "He's gotten so powerful."

"It appears so," Koneko murmured with a hint of a smile on her lips.

"Congratulations Ben," Rias said, catching his attention. "You have become the linchpin for this game. Your new strength and stamina, combined with your transformations will determine the outcome of this match. Trust in us, but more importantly: trust in yourself."

It was time. They had finished their preparations and were finally ready….

Ready to face Riser.

* * *

(A hour before the Rating Game)

Ben was resting in his room, lying down on his bed and waiting for the specified time Rias had given them before he headed off to the clubroom. He, as well as the others in the group, had been told by Rias that they weren't restricted to the school uniform for the match and could wear whatever made them feel comfortable. Taking this to heart, Ben had ditched his uncomfortable school clothes for tonight and was now wearing a plain white shirt, dark blue jeans, trainers, and his favourite emerald green jacket.

The reason he was lying on his bed waiting was because Rias had given them all some time to relax and prepare themselves for the big match. He had decided to rest at home with Asia who he guessed was currently in her own room, preparing herself by whatever way she thought worked best.

"Hey Azmuth…," he asked his draconic partner as he stared up at the ceiling. "You think we've got a chance?"

 **[I can't say for sure, Ben, if I'm being perfectly honest with you,]** he admitted after a moment of thought. **[You have improved by leaps and bounds since our first meeting, there's no argument there. However, you still have a long way to go before you can say you have mastered both mine and Ddraig's power. Something else that concerns me is Riser. I don't know how you plan to deal with Riser, Ben, but he will be a major problem. His immortality gives him a massive advantage over his opponents, one that I don't know how you can overcome with your current skills.]**

Ben looked down at his left hand and clenched his hand tightly and firmly at Azmuth's assessment. "We'll find a way." He looked up at the ceiling. "We have to…for Rias' sake."

Just then, there was a faint knock on the door followed by an equally faint, "Are you there, Ben?"

"Yeah," Ben replied sitting up so that he was sat on the edge of the bed.

"Do you mind if I come in?" Asia asked timidly.

"No, of course not," he replied kindly. The door to his room opened to reveal the blonde devil standing in the dark hallway. Thanks to his devil eyesight cutting through the darkness, Ben instantly noticed that she was wearing the same habit she wore when she was still a part of the church.

"Haven't seen you in that for a while," he said, gesturing to her clothing.

Asia looked down at her habit and blushed slightly. "I thought that wearing this would give me more confidence. Rias said I should wear what makes me feel comfortable after all."

"Is it working?" he asked her, understanding why she would feel the need to build up her confidence. He wasn't cocky enough to pretend that he wasn't nervous himself.

"I feel a little better, though I'm still nervous." She started fumbling with the sleeves of her habit nervously. "Umm, do you mind if I stay here until we have to go? I'd rather be with you than on my own."

"Yeah, course you can," he replied, moving up along his bed slightly to give her room to sit. She sat down next to him and held onto his arm tightly, seeking comfort by his closeness. Ben smiled at her and looked out of the window at the twinkling stars and bright new moon in the sky.

After a few minutes of silence, Ben looked back at Asia. "You feeling scared?"

"Not really, because with you there I know everything will be alright in the end," she said confidently as she looked up at him with a sincere smile on her face. He smiled at her confidence in him and nudged her lightly with his arm.

It wasn't long before they started hearing a faint alarm from Ben's phone. They cast one last glance at each other and left his room quietly so as not to wake his parents in the process.

It was time.

* * *

They arrived at the clubroom at around 11:45 P.M. to see everyone else already present and preparing for the match in their own way. It seemed that Ben and Asia were the only two who were not wearing their school uniform. Koneko was sat in her usual spot on the sofa and securing a pair of fingerless gloves while Kiba, who was sat down on the other sofa, was inspecting his sword. Rias and Akeno were drinking some green tea and, just like Koneko and Kiba, were completely silent and collected.

It would be hard to imagine that they were about to fight in a very important match in a few minutes.

A magic circle appeared just as Ben and Asia sat down on the sofa to reveal Grayfia who stepped into the room.

"Is everyone ready? We will begin in five minutes," she announced to the room.

Everyone nodded at the white-haired maid as they stood up.

"When it's time to start the match, you will be transported to the battlefield via a magic circle," Grayfia explained.

"And where is this match taking place exactly?" Ben asked with curiosity. His question was immediately answered by Akeno.

"It's in a specially crafted dimension reserved for the battle. We'll be able to do real damage there without worrying about what we do," she explained with poorly contained excitement at the prospect.

"That's useful," Ben said to himself as the memory of the mountain he obliterated came to mind.

"My Lady may also like to know that the Great Devil, Lucifer, will be watching this match as well as both households," Grayfia added with a neutral face.

"Wait?" Ben asked, confused. "Why would the King of the Devils be watching us?"

Asia looked just as confused as he was. Rias, on the other hand, just sighed with exasperation at Grayfia's revelation.

"So….my dear brother wants to witness this match too? Of course he does," she muttered with a bored tone.

"BROTHER?!" Ben exclaimed, staring at Rias with pure shock on his face. She had talked about her brother before but she had never said that he was _the_ Devil King, the one who rules over their entire race! "Your brother is the king of the Devils?!"

"That's right," Rias replied simply.

He suddenly pieced everything together. So that was why she was the next head of the Gremory House instead of her older brother. He wondered why he didn't realise that sooner. It was so simple, he felt stupid for missing it.

 **[If I may be bold enough to ask a question,]** Azmuth inquired, startling most of the room by his sudden appearance. Even Grayfia seemed shocked though she contained it all to a simple rise of her eyebrow and nothing else.

Ever the professional.

"What is it, Azmuth?" Rias asked from behind her desk.

 **[What actually happened to your government after the war? One of the last things I can remember before being sealed in this Gear was the fact that all four of the Devil Kings were killed in the Great war.]**

"That's true. They all died in the Great war before it reached its current ceasefire state. However, their descendants and heirs were determined to reignite the war between the Angels and Fallen Angels, completely disregarding the state the Devils had been left in before the ceasefire was reached. My brother was part of the Anti-Satan faction which rose up and forced the Satan faction to flee to the end of the Underworld and disappear. They saved our race from extinction and have continued to protect us to this day," Rias explained with sincere admiration for her brother in her voice.

 **[Intriguing,]** Azmuth said in a thoughtful tone. **[Then he has my thanks for not subduing this world to further death and needless destruction.]**

"I'm sure my brother would be glad to hear that," Rias said with a small smile.

As the clock on the wall began to chime the midnight hour, a magic circle bearing the Gremory House crest appeared behind Grayfia.

"It is time" Grayfia announced, stepping to the side to allow them to step onto the circle.

"Let's do this," Rias stated firmly as she led the way to the magic circle.

Ben and the others followed her lead and stepped onto the magic circle where they were quickly teleported to the predetermined battleground.

* * *

"What the hell?" Ben muttered, greatly confusion, as he opened his eyes to look upon the place where they would be fighting Riser.

They appeared to have not moved at all. They were all back in the clubroom; it was as if they hadn't been teleported at all. He was just about to question this when Grayfia's voice suddenly reverberated around the room.

[Welcome everyone. I am Grayfia, a servant in the House of Gremory, and I have been selected for the position of arbiter for today's Rating Game. The teams are Riser of House Phenex, and Rias of House Gremory.]

[After listening to the thoughts of both Lady Rias and Lord Riser, this particular arena has been selected to be the battleground for this match. It is a replica of an educational establishment from the human world which Lady Rias attends, known locally as Kuoh Academy. This will serve as the battleground for today's battle.]

"What does she mean by that?" Ben asked, still with confusion in his voice, as he looked around the clubroom. "We're in the same place aren't we?"

 **[No, young one. Can't you sense it? This place gives off a completely different aura than the clubroom we just left. Just look out of the window and everything will become clear.]**

Ben did as Azmuth suggested and made his way to the nearest window and looked out, his eyes widening in amazement at the sight before him. With the dark, unnatural sky, which was lit up by what looked like an exact copy of the Northern Lights, only a complete idiot would think they were in the same place.

"Wow, that's pretty cool," Ben admitted as Grayfia continued with the introduction.

[Where the two teams have been transported will be their designated base for this match. Lady Rias' base will be located in the Occult Research clubroom in the old school building whereas Lord Riser's base will be in the principal's office, located in the new school building. In this match, for a pawn to promote to any other piece they must first enter the opposing team's building for it to be accepted. With all that over with...let the game begin!] Grayfia declared before silence filled the clubroom.

Ben turned back into the clubroom as Rias walked up to him and Asia and handed them both something. He looked down at what looked like a small ball of red light.

He opened his mouth to ask a question but Rias beat him to it. "Put these in your ears. They will allow us to communicate freely during the battle, no matter where we are."

Ben looked down at the ball and doubted that it would fit in his ear and stay there, but he did it anyway and put the device in his ear and was surprised when he felt a slight tingling sensation as it disappeared into his head. He turned to see Asia had done the same and they joined the others who were gathered around Rias' desk and looking over a detailed map of the school, planning their strategy for the battle.

"It will be a challenge to make our way to the enemy base. We don't have enough people on our team to use freely nor without careful consideration. We have to think conservatively and use our forces to the most effective manner possible. A direct charge across the grounds won't work," Rias revealed as she gazed down at the map.

"They'd see us coming a mile away," Koneko muttered in agreement as she checked her gloves once again, securing them in place.

"Exactly. We need to come up with a better plan of attack," Rias said as she continued to look at the map in front of her.

Kiba pointed to the wooded area near the old school building. "There's the forest near us. I can guarantee that Riser will send some pieces through there to reach our base. It would be the perfect place to set up an ambush if we littered the place with traps beforehand."

Rias stroked her chin in thought before nodding at Kiba's suggestion. "That's a good idea, Kiba. We can use that location to our advantage, but what about the school itself?"

"We could go across the track field and sneak in through the back," Akeno suggested, pointing to its location on the map. "We'd have the element of surprise on our side."

"It's the most obvious strategy and Riser knows this," Rias retorted, shaking her head slightly at the suggestion.

Ben raised his hand slightly and spoke up. "May I suggest an idea?" he asked and, when no one said otherwise, he continued with the idea he had been thinking of when he saw the map of the school. He gestured to the gymnasium which resided right in the middle of the map. "It would be, in my opinion at least, in our best interests if we secured the gymnasium before anything else. It's right in the middle of the battlefield and would provide us with both a direct path to the new school building and a barrier to hold off Riser's pieces. If nothing else, it would serve as a good diversion to distract the other side."

He straightened up and crossed his arms over his chest and shrugged his shoulders. "It would certainly grant the team who secured it an advantage, even if only a small one."

"Whoever got there first would get a big leg up over their opponent," Akeno added with a slight nod of her head.

Rias nodded her head. "I was thinking along those very same lines myself. Well done Ben. It seems to be our best option considering our weaker position. Ok, here's the plan: Ben and Koneko; I want you two to head out and secure the gymnasium. Before you do that though Koneko, I want you to help Kiba place traps around our location and create a defensive perimeter."

"Sure thing."

"Got it."

Kiba and Koneko left the clubroom to carry out Rias' orders. Koneko's feline familiar appeared in a little puff of smoke and soon found itself on top of her head.

Rias turned to Akeno. "Akeno. I'll require your expertise for this next part. I want you to cast your illusion magic around our location. That will be integral to the ambush succeeding."

"As you wish Rias," Akeno said politely, bowing her head before following after Koneko and Kiba and leaving the clubroom.

"Asia. I want you to stay with me for this match. You're my healing support so I want you to stay close to me, okay?"

"Oh, okay," Asia muttered.

"I'll go outside and wait for Koneko then," Ben declared and started to make his way to the door but when his hand reached the handle, he heard Rias call out to him, stopping him in his tracks.

"You mustn't show any mercy out there. You understand, Ben?" Rias asked as she stood up. "They won't hesitate to take you out, and you are our ultimate weapon."

"You've come so far since we first met and its time to finally show us what you've learnt," she continued as she approached him. "I know you'll make me proud, Ben, but you must remember that, while you have Azmuth and Ddraig's power, you are still inexperienced. The last thing we need right now is a repeat of your rampage against Raynare."

Ben nodded as the faint memories of what he could remember of the time he entered a blind rage with his Tetramand transformation filled his mind. He couldn't remember much but he had been told, by the Rias and the others later that night, what he had done. The thing that worried him the most wasn't what he did to Raynare during his blind rage; it was that he couldn't remember anything during it.

The last thing he remembered was seeing Raynare stealing Asia's Sacred Gear and her life start leaving her body. The next thing he remembered was when he returned back to normal and staring at the large crater he had made.

He realised at that point what Azmuth was trying to tell him about power and responsibility. He never wanted to be in that position ever again. He never wanted to allow himself to lose control of his transformations and potentially harm Rias or any of his other friends, particularly if he had transformed into something even more powerful than the Tetramand.

"I promise I'll make Riser regret the day he decided to mess with us," Ben said firmly as he stared directly into Rias' eyes. He popped his knuckles in preparation for the upcoming fight. "I won't let you down, Rias."

"I know you won't," Rias replied quietly as the door closed behind him and was surprised when she felt her heart start to beat harder after Ben's confident declaration. When the door closed she shook her head firmly, getting such thoughts out of her head. She had no time to be thinking like that.

They had a battle to win.

* * *

Ben exited the old school building just as Koneko emerged from the forest. They nodded at each other and quickly made their way towards the gymnasium.

[Let's commence operations. Show no mercy to our opponents for they shall none to you. Good luck to all of you,] Rias' voice called out to them in their ears where they had put the little red communication spheres.

"Alright, let's do this," Ben said as he and Koneko continued to make their way towards the gymnasium. When they finally reached it, they entered through the backdoor as quietly as they could in the hopes of catching Riser's servants off guard if they got there first. They made their way through the back area of the gym for a short while before they found themselves on the raised stage at the end of the hall. They edged forward behind the curtains, being sure to keep their senses sharp for any sign of their opponents.

It turned out they didn't have to wait long.

"They're here," Koneko muttered.

"How many?" Ben asked her but before she could respond they were interrupted by a loud female voice echoing throughout the gym.

"Come on out. We know you're here."

Ben and Koneko gave up the idea of stealth and stood up, stepping out of the shadows to reveal themselves to their opponents. In the centre of the gymnasium there stood four women, all glaring at him and Koneko. He instantly recognised the one who was wearing a red jacket with white shirt and shorts as the one he had handled back in the clubroom though he didn't recognise the girl who stood next to her who wore a blue, Chinese-style dress that had a cut top which revealed a generous amount of cleavage. The final two devils in their little group were twins by their completely identical appearance. They both had fairly short green hair and were wearing shorts and plain-white shirts.

"I thought I smelt Gremory filth," the devil wearing the blue dress sneered as she watched Ben and Koneko reveal themselves. "Allow us to introduce ourselves: My name is Xuelan, a rook of Riser Phenex," she announced herself in an extremely boastful manner.

"My name is Mira, a Phenex pawn," Mira declared as she spun her staff in preparation for battle.

"And we are Ile and Nel," the twins announced in unison, "And we are also pawns."

"How do you want to handle this?" Ben asked Koneko as he summoned his Sacred Gears and took up a combat stance that Koneko had taught him during their sparring/beating sessions.

"I'll take the rook bitch while you take down those pawns," she said stepping forward, making sure her gloves were secured tightly. "Watch my back, okay?"

"Sure thing. I'll keep those pawns off your back and on me," Ben replied as he stepped forward to stand beside her. "Good luck."

Koneko nodded sharply, not taking her eyes off her opponent. "You too," she replied as she leapt off the stage, towards Xuelan.

"Right, girls," Ben said as he leapt off the stage and landed a few feet away from the three pawns and returning to his combat stance. "Where were we?"

"I'll teach you to make a fool out of me in front of my master!" Mira snarled as she pointed her staff at him.

"Is that so? Sorry to have to tell you this but I've grown so much stronger since you last saw me." He raised up his green gauntlet to his chest.

 _'You ready for this, Azmuth?'_ Ben thought as he cycled through his forms.

 ** _[Ready. Go get them partner,]_** Azmuth replied within Ben's head.

Ben found the form he was looking for and slammed his fist down on top of the dial, engulfing himself and the rest of the gymnasium in emerald light.

 **[Transform: Brainstorm!]**

The light diminished to reveal Ben's new form to the three pawns before him. He towered over them with his bulky head and snapped his pincers out of reflex as he stared down at the three small devils before him.

"Let's get this over with, you supernatural delinquents," Ben said in a profound, upper class British accent. He glanced at the three of them, his eyes flicking between the three of them at an incredible speed as he played out the fight they were about to have in his head. An impossible task for a normal being, but Ben wasn't a normal being right now. "According to my calculations, you have less than a 5% chance of defeating me in combat. I would suggest that you surrender to me now and avoid the unpleasantness of a quick and humiliating defeat," he said in his thick accent as he finished his calculations.

Mira stepped back from him and sneered at him as bravely as she could though he could see, as clear as day, that she was unnerved by his towering form. "You think you're so tough, you disgusting monster? We'll teach you not to mess with us or our master!"

They all leapt into the air at the same time in their bid to destroy the enemy before them. The twins were wielding a buzzing chainsaw each as their weapons while Mira wielded a new, stronger steel staff with bulbous ends.

"Slice him up, slice him up, slice him up…," the twins chanted eagerly as they flew through the air to their target, waving their chainsaws at him threateningly.

In the second it took for them to leap towards him, something completely impossible to imagine or even describe accurately was going on in Ben's enlarged cranium. Because of his hugely overpowered brain, he was able to make tens of thousands of calculations and conclusions in that one second. Time seemed to slow down to less than a crawl as he played out the entire fight they were having and all the moves that they would each make during that fight. Based entirely on what he had observed of his three opponents when he first transformed, Ben was making hundreds of thousands of different scenarios play out in his head and was able to determine the entire outcome of the fight he was engaged in based on this impossible method.

His unrivalled intelligence was observed when he easily dodged each and every single blow and slash that Mira and the green-haired twins threw at him with ease. After a few seconds of this, the three Pawns realised they weren't actually hitting him and halted their attack, their breathing slightly heavier than when they started.

"What the hell?" Mira gasped as she glared at Ben with anger and confusion. "How were you able to dodge our attacks so easily? It's like you can see what we're going to do before we do it."

"Tell us, tell us," the twins yelled in frustrated unison as they pointed their chainsaws at him menacingly.

"It was quite simple my dears," Ben replied politely as he tapped the hardened shell which covered his powerful brain with his pincer. "Due to my enlarged cranium, I have the rather remarkable, if I do say so myself, ability to take thousands upon thousands of variables into my head and play them out in my mind. From the moment I transformed into this Cerebrocrustacean specimen, I have calculated what moves you will make and when you will make them."

The three pawns' eyes widened in shock at Ben's statement. "T-That's impossible!" Mira shouted nervously, jabbing her staff in his direction.

"Nothing is impossible, my dear," Ben replied politely as a sly smile formed on his face. "However, while that ability in itself is worthy of praise, it is not the only ability I possess. Do you ladies wish to know what else I am capable of?"

The three pawns didn't answer him, not that Ben expected them to thanks to his remarkably accurate predictions. He had been amazed with what happened when he transformed into his current form. His head had exploded with thousands and thousands of calculations, plans, schematics for inventions he had never heard or thought of before, and many other things he had no clue about.

"Then I shall give you a demonstration of what I am also able to do," he said as he smiled gleefully at them. Their expression turned to one of horror when the front plates of the armoured shell which was covering his head split apart to reveal his large pink, pulsating brain.

"Urgh, that's disgusting!" Mira said with disgust.

"Maybe so…," Ben responded as his brain started to pulsate with electrical energy while he spoke. "…but the fact that you have lost this battle remains an absolute, irrevocable fact."

The electrical energy continued to grow even more intense until Ben suddenly released it all in a single bolt of electrical energy which, while not as powerful as Akeno's, was easily strong enough to strike each of his opponents and send them flying back into the wall of the gymnasium and knocking the three of them out.

He wasn't concerned with hurting them too much as he had been informed the day before, during their training, that when a person is seriously injured in a Rating Game or unable to continue on, they are transported out of the battle to have their injuries taken care of.

[Riser Phenex- 3 Pawns retired,] Grayfia announced as the three defeated pawns disappeared in a small flash of light.

[Ben, are you ok?] Rias' voice called in his head with worry.

"Indeed I am, my dear Rias. The vagabonds who stood in my way have been forcibly retired for the rest of the engagement," Ben replied formally with a slight bow that Rias wouldn't see.

[Umm…is that really you, Ben?] Rias asked with confusion at Ben's peculiar response.

"That is a correct assumption, my dear master," Ben replied in his posh accent. "I merely took on the form of a Cerebrocrustacean to handle the fiends who stood in the way of our victory. Perhaps you would be more comfortable if I returned to my previous form."

With a flash of light, Ben reverted back to his normal form just as Grayfia's voice sounded out above him once again.

[Riser Phenex- Rook retired,] she called out.

Ben turned around to see a battered but victorious Koneko walking towards him, a small flash of light behind her signifying her victory over her opponent. Ben couldn't help but notice that her school uniform had been seriously damaged in her fight with the rook, though her underwear had, fortunately, managed to survive the fight and stay intact.

"Are you alright?" he asked her as he made his way across the gym to join her. She nodded in response to his question. "Good job. She looked tough, even for a rook."

"Her skills were on par with that of a Queen, but I still got her," she said between deep breaths. Ben smiled at her as he put his hand to his ear to contact Rias and inform her about their success.

"Rias, we've secured the gym. What now?" he informed her as he looked over the damage both his and Koneko's separate fights had dealt around the gym.

[Well done. I knew you two could do it,] Rias replied with a sigh of relief. [Now, I want the two of you to get out of there immediately. The gymnasium has served its purpose and we are ready to process to the next part of our plan; you two are to head to the athletics field where you will wait for Kiba who will join you there once he has sprung the trap…which should be any moment now.] Ben and Koneko nodded in acknowledgement of their new task and headed out of the ruined gym in the direction of the rendezvous spot.

They made their way out of the gym just as another announcement echoed above them.

[Riser Phenex-3 Pawns retired,] the silver-haired maid called out.

Ben stopped for a moment as he listened to Grayfia's announcement and couldn't help but let out a small whoop of joy at the news. "I knew he could do it," he said to himself as he stared in the direction of the wooded area where Kiba was. "Those girls didn't stand a chance." He turned around and made to catch up to Koneko who hadn't stopped for Grayfia's message and was ahead of him. He sped up slightly to catch up with her when….

 ** _[Ben, look out!]_** Azmuth exclaimed abruptly, bringing Ben to a sudden halt. Barely a second after Azmuth's warning, the area around Koneko suddenly erupted in a violent explosion. Ben was close enough to Koneko when the explosion happened that the force of it sent Ben flying through the air a few feet and onto his back.

[Ben! What happened?] Rias demanded in his ear piece but he couldn't hear her clearly as he pulled himself back up onto his feet to see that Koneko had been taken down by the explosion.

[Ben! Talk to me!] Rias called out again with more urgency than before.

"Rias! Koneko's down!" Ben shouted back, unable to hear himself clearly as his ears were still ringing slightly from being so close to the explosion. "She was hit by some kind of explosion!"

He ran over to Koneko and knelt by her side. "Koneko, are you alright?! Say something," he said urgently, sighing in relief when she opened her eyes, albeit slowly and weakly.

"I'm…sorry," she mumbled weakly.

"You have nothing to be sorry about," Ben replied firmly as he held her hand with his left hand and placed his right hand on her shoulder gently.

"I just…I just…wanted to be of…more use to Rias," she muttered sadly before disappearing in a small flash of light.

[Rias Gremory- 1 Rook retired.]

"Now to take care of you and the rest of your little friends," a condescending voice said from above. Ben's head snapped upwards to see a well-endowed woman with purple-hair, garbed in white robes and holding an ornately decorated staff hovering above him. "It's so worth letting you use up all your energy on those 'sacrificial' pieces so I can finish you off without any real effort." She laughed harshly, taking immense joy in taunting him.

Ben let out a low growl as he glared up at her. He stood up and brought his Transformation Drive up and prepared to choose a form, determined to take her down for what she did to Koneko. However, before he could do anything more than bring up the dial to choose his form, Akeno suddenly appeared, hovering between him and the purple-haired woman.

"Ben, let me take care of this bitch. Kiba is heading to the athletics field and will need your help," she said was poorly contained hostility towards the woman floating in front of her. Ben took a deep breath to calm himself down and nodded.

"Make sure she pays for what she did to Koneko," he said as he started to run off in the direction of the sports field.

"Oh, don't worry about that," the Gremory Queen replied as she turned back to face her opponent. "I plan to."

Ben continued to run through the collection of buildings as fast as he could but came to a stop when he heard Rias calling his name, bringing his hand up to his ear to hear her better. "What did you say, Rias? I didn't catch that."

[I said, you need you to get to the track field as fast as you can. You and Koneko were meant to meet Kiba there to draw out the rest of Riser's pieces so that Asia and I can sneak in and take him out. He's already there and is trying to fight off the rest of Riser's peerage all by himself,] Rias repeated urgently.

"I'll be there as soon as I can," he replied and sped off towards the track field with renewed determination. It wasn't long before he reached the very edge of the track field and instantly spotted what Akeno and Rias were both talking about.

Across the field, he could see the Gremory Knight fighting a losing battle against two of Riser's knights, barely able to hold his own against them and even that was by a bare margin which was unlikely to last much longer. If that wasn't bad enough, Ben could see that the rest of Riser's pieces were all gathered around Kiba, waiting for the prime opportunity to strike and take him out of the fight.

"Well at least Rias' plan to draw everyone out worked," Ben sighed as he ran across the field towards his teammate. He came to a stop when he realised that he wouldn't get there in time to help Kiba, at least not in his current form. Azmuth seemed to mimic his thoughts.

 **[You're not fast enough in your normal form, Ben. You won't get there in time,]** Azmuth informed him and Ben couldn't find any fault in his statement.

"I know," Ben relented and stopped running before bringing up his Gear to cycle through his forms and stopped when he came to a form which would be perfect. "I think I've found the perfect form to take out these fiery little birds."

He let out a sly grin as he slammed the dial down, activating his transformation.

 **[Transform: Appoplexian!]**

* * *

Kiba was in trouble. Serious trouble

Everything had been going to plan flawlessly until a few moments ago. He had sprung the trap which had been laid out around the old school building perfectly. It was thanks to Akeno's illusion magic that drew the three pawns which entered the forest right into their trap, allowing him to take all three of them out with relative ease.

He had followed the next step in Rias' plan and made his way to meet up with Koneko and Ben who had secured the gymnasium where they would then draw out the rest of Riser's pieces. However, that plan immediately went astray when Riser's Queen, Yubelluna, attacked and took Koneko out of the fight.

He was now completely surrounded by the rest of Riser's peerage, bar Yubelluna who was fighting Akeno, and it was taking him everything he had just to keep the two Knights away from him.

"Any news on where Ben is, Rias?!" he grunted urgently as he blocked another blow by one of Riser's knights who had announced herself beforehand as Karlamine, a knight who had brown hair and wielded a sharp sword and deadly dagger while also garbed in armour. "I could really use his help right about now!"

[He should be there any moment, Kiba,] Rias replied in his ear as he dodged another sword strike. [Just hold out till he gets there.]

 _'Easier said than done,'_ Kiba thought as Karlamine brought her sword down on top of him. He blocked it at the last minute though it still caught him on the shoulder slightly, drawing a thin line of blood in the process.

"Looks like you're not as tough as you make yourself out to be," Karlamine jeered as she brought her sword down one more time on the kneeling knight below her and caused him to be knocked to the floor.

"This is where you lose," she sneered, raising her sword arm above her head in preparation to finish Kiba off.

 _'Anytime now would be good, Ben,'_ he thought, starting to get desperate.

However, just before Karlamine brought her sword down on him….

"RAAAAAAWWWWWWWWWWR!"

Everyone immediately stopped, frozen where they stood, as the loud animalistic roar blew over all of them, sending an unconscious chill up their spine. They spun around in the direction the roar had come from to see a large beast charging towards them on all fours. Karlamine and the other Phenex knight withdrew from Kiba a few steps in preparation to battle this new foe.

When the mysterious beast was around 50 metres away from them it leapt high into the air and brought its fist, which appeared to have a large black claw growing out the back of its wrist, down in between Kiba and the two Phenex knights.

When the claw impacted the ground, a large shockwave was sent out from it, washing over Karlamine and her fellow knight and sending them both flying back and landing in the ground hard enough to leave a small groove in the dirt. The effect of the attack also stirred up a large dust cloud which obscured him from the view of Riser's pieces.

This didn't last long as the dust cloud quickly dissipated to reveal what had stepped in and saved Kiba at the very last second. It appeared to be a humanoid tiger, a 9ft tall humanoid tiger-like demon with burnt orange fur and black stripes. They could see that it had a similar black claw protruding out the back of its other wrist which were attached to a pair of extremely muscular arms with bulging muscles.

Kiba jumped to his feet and, recognising his male teammate even after his transformation, patted the beast's bulging forearm and sighed with relief. "Boy, am I glad to see you," he said cheerily though also slightly breathlessly.

"Urgh! What the hell is that…thing?" a small devil standing at the back of assembled devils said with barely contained disgust. She wore a pretty pink dress with white frills and a red bow around her neck. She had blonde hair which had been tied into twintails and finished off with drill-like curls keeping them in place. She sighed as she recalled what happened to Mira when they originally organised this Rating Game. "Oh, you must be Rias' pawn," she deduced in a bored tone.

The orange-furred beast growled, showing a row of razor sharp teeth and saliva which was escaping from its jaw. "LEMME TELL YOU SOMETHING…," he began to shout, sending saliva everywhere, before stopping abruptly midsentence and pointing at the blonde devil. "Who the hell are you, pipsqueak?!" he demanded with a raised voice.

"Pipsqueak?" the blonde devil repeated, affronted at the audacity of the beast before her. "I'll have you know, you stupid brute, that I am Lady Ravel Phenex and you shall show me the respect I am owed."

Ravel would have said more but the orange beast before her interrupted her abruptly as though he hadn't heard anything she said except what he wanted to know. "LEMME TELL YOU SOMETHING, RAVEL PHENEX, SISTER OF RISER PHENEX! I AM RIAS GREMORY'S WRATH AND I WILL GRIND THE LOT OF YOU INTO THE DUST!" he bellowed at the top of his lungs.

Ravel only sniffed at his proclamation. "You must be pretty dumb to think you can take us all out at the same time," she sneered condescendingly and started laughing with many of the others around her joining in. Ben's eyebrow twitched unconsciously, indicating that he was _very_ close to completely losing it. The only thing keeping him in control of the rage-driven Appoplexian was the increase in his mental strength, a result of Azmuth's thorough training.

"Huh, I'm bored now," Ravel sighed and gestured to a woman next to her who wore a black jacket which revealed her midriff with a matching pair of jeans and a mask which covered the right side of her face. "Isabela…take care of him, and be quick about it."

"Yes Lady Ravel," the devil now known as Isabela replied as she stepped towards Ben's hulking form which glared at her. "You have displeased my mistress and I won't let that go unpunished."

Ben was unwilling to wait for her to make the first move and suddenly sprang towards her, his right fist drawn back fully and brought it crashing down on top of her…or at least that's what would have happened if the Phenex rook didn't leap over his large fist as it pounded the ground and delivered a vicious, unobstructed roundhouse kick to his face with all her might.

She leapt off his chest, returning to her original spot and felt her eyes widen in shock as she, as well as the other pieces, looked up at Ben who didn't seem fazed by the blow at all. In fact, the only thing it did was make him mad. No sooner had she seen the effect, or lack thereof, of her attack, Ben brought both his arms up above his head momentarily before bringing them crashing down right on top of Isabela, crushing her beneath the weight of his fists. A faint light escaped the gaps between his fists and the small dust cloud to signify her removal from the game.

[Riser Phenex- 1 Rook retired,] Grayfia's voice called out.

Ben's attention returned to his surroundings when he suddenly realised that he was surrounded on all sides by everyone else except Ravel who was ordering the rest of her big brother's peerage from the side-line.

"Ni, Li! Take him down!" Ravel ordered, glaring at Ben as she did so. The two cat-girl Pawns wasted no time in carrying out their orders and sprang into action. They lunged at Ben and began to leap all over him, landing blow after blow on him unobstructed by Ben as their movements were too nimble for him to catch them. They would slide under his fingers whenever he made to grab them which only made him madder.

"STOP SQUIRMING YOU LITTLE FUCKERS!" he bellowed as he continued to catch the cat-girl twins though to no avail.

"Siris! Karlamine! Finish him off!" he heard Ravel call out from behind him with a call of "Yes Lady Ravel" on either side of him.

The two Phenex Knights lunged forwards towards their quarry, their weapons raised to slash him and do what their teammate, Isabela, couldn't. Unbeknownst to them, however, was that Ben's current form had abnormally quick reflexes for something his size and, when they were virtually right on top of him, he sprang into action in the blink of an eye.

His arms shot up and caught both Knights by the waist, disrupting their attack and unable to escape him. This made Ben very happy indeed. With the two Knights in his firm grasp, Ben brought his hands together with both great speed and force, sending the two of them smashing into each other with enough force to render them unconscious and unable to continue with the match. Just to be safe though, Ben pounded them into the ground, leaving a small crater in the field from the impact.

[Riser Phenex- 2 Knights retired,] Grayfia announced as the lights in Ben's hands, which used to be the two Knights in question, disappeared.

While this had been going on, the two cat-girls had continued their furious beat down on Ben but his body was so bulky and muscular that he didn't even register their furious attacks. He was only annoyed by the fact that the "fucking annoying bitches" were crawling all over him and not letting him catch them. Ben could feel the Appoplexian's natural tendency to succumb to rage and had to stop momentarily in order to collect his thoughts again and stay in control.

Perhaps transforming into a demon which was almost driven entirely by rage and very quick to anger was not the best choice when he was still learning to control his powers.

He took a deep breath and immediately felt himself calming down and his mind already becoming clearer. His vision, which had reddened in his building rage, quickly returned back to normal and he looked down at the two cat-girls attacking him and snarled at their annoying behaviour. The claws on his wrists extended further out and he plunged the long claw into the ground as hard as he could. The resulting shockwave his attack caused spread out in 360 degrees, disrupting their attack and sent them both flying to the floor in front of him, slightly dazed and disorientated from the shockwave.

 **[Boost!]**

With his enhanced power, Ben pounced on the twin cat-girl pawns and plunged his claws into their chests, chuckling triumphantly as he did so at having finally caught his prey, and causing them to disappear from sight. Before Grayfia had the chance to announce the result, Kiba used Ben as a stepping stone to leap off him and bring his sword down on the bishop who was right in front of him.

[Riser Phenex- 2 Pawns, 1 Bishop retired,] Grayfia called out as the Phenex bishop disappeared in a flash of light.

Kiba sheathed his sword and turned back to Ben with a smile on his face. "Good work, Ben. You really handled those troublesome pieces, didn't you?"

Ben growled and pointed at Kiba. "LEMME TELL YOU SOMETHING, KIBA YOUTO! I don't like it when people use me as a spring board!" he yelled, though his rant ended in a massively reduced tone than before, with no real hostility in his words, when he fully realised who he was talking to.

Kiba knew this somehow and held his hands up in a placating manner. "Take it easy, big guy. I promise I won't do it again."

[Rias Gremory- 1 Queen retired.]

The two of them spun around in the direction of the large explosion which went off shortly before Grayfia's announcement. They could only stand there and watch as Akeno fell out of the sky, bruised and battered, and disappeared before their eyes.

"No," Kiba whispered, shocked that Akeno had been defeated as well. Ben's eyes widened as he watched Akeno disappear and felt a deep animalistic growl emanate from his stomach and escape through his mouth. For a split second, the idea of letting all his pent up rage out to take down the Phenex Queen sounded very appealing.

He shook the idea out of his head when he remembered the promise he made to Rias to not let her down or let himself lose control again. He turned his head towards Kiba and was about to suggest they team up to take the bitch down when the very air around the two of them seemed to vibrate for a split second before exploding, consuming them both in a bright, burning light. In all the confusion, Ben thought he could hear Rias calling out to them.

[Rias Gremory- 1 Knight retired,] Grayfia announced as the smoke started to clear.

The smoke finally cleared up completely to reveal Ben, trails of smoke rising from his body which had been singed in places, on his hands and knees and using everything he could to keep himself from completely losing control. It didn't take a genius to realise that it was Riser's Queen, Yubelluna, who did this and that fact only made it worse.

"I. Will. Not. Lose. Control," he growled under his breath firmly as his eyes started flickering between his normal, green eyes and the red eyes, his vision slightly blurring a red tinge around the edge as he felt his grip start to fail.

He took several deep breaths and slowly, but surely, felt his vision start to return to normal. He slowly picked himself off the ground and looked towards the sky where Yubelluna was hovering to see her making her way towards the roof of the new school building. His eyes followed her and narrowed when he spotted Rias and Asia on the roof, facing Riser himself. Asia was hiding behind Rias and healing her as she sent bolt after bolt of her destruction magic towards Riser who didn't seem fazed by them in the slightest.

A uncontrollable growl emanated from the pits of Ben's throat as he looked up at the raging battle above him. He may be injured but he wasn't out of the match just yet. He could still do something. He sprang forward, landing on all fours as he charged towards the entrance to the school building, not noticing the glass door as he crashed through it or even remembering to promote himself for reaching the enemy base.

His thoughts were entirely focused on reaching the roof of the building to take care of the cocky bastard who was the cause of his friends' injuries.

* * *

"Akeno! Kiba!" Rias shouted as she saw her beloved servants collapse and be removed from the battlefield. She turned back to Riser, who was smirking at her concerned look, and glared at him venomously.

Riser, on the other hand, was already relishing in what he saw as his inevitable victory over his troublesome bride-to-be. He cast a quick glance at where Akeno had disappeared and his smirk grew. "Looks like you have lost your revered right-hand servant. You may as well surrender to me now, my dear Rias," he sneered.

Yubelluna took this opportunity to lower herself down to hover just behind Riser on his right side. "Please forgive me master," she said, bowing her head in shame for her failure. "The pawn wasn't destroyed from the explosion and is on his way here."

"Is he really?" Riser asked with intrigue, looking back at his Queen. "Well, perhaps it is for the best. I need to make sure I punish him for his insults towards me, my family, and the noble ways of pure-blood devils." He turned back to Rias and shrugged his shoulders as another idea came to mind. "Meh. On second thoughts, I think I'll just end you now to punish you for creating this whole, completely pointless, Rating Game. Prepare to lose, my dear," he said as he created a large fireball in his hands and threw it towards them. Rias was about to send her own ball of destructive magic to intercept it when suddenly….

CRASH!

A large, orange-furred fist broke through the roof and, less than a second later, Ben burst up onto the roof, just in front of Rias and Asia as Riser's fireball soared across the roof, striking Ben on the back.

"Ben!" both Rias and Asia shouted in unison, both relieved and amazed that he didn't seem to even acknowledge the fireball which singed his back very slightly. Ben gave them a small smile and short nod before turning his back on them to look at Riser and his Queen.

"It's time I take you down," he growled, cracking his knuckles. "You and your bitch-of-a-Queen."

"Oh, I don't think so," Riser replied in a bored tone and glanced at Yubelluna. "Do it," he ordered with a wave of his hand.

"Yes, master," she said and rose into the air slightly, bringing her staff up and pointing it towards him and the two ladies behind him.

Ben suddenly started to feel a disturbance in the air…a horribly familiar disturbance which had been the cause of the rest of their team being taken out. Acting instinctively, Ben spun around and lunged towards Rias and Asia who gasped in shock at his abrupt move and threw himself over them in a sort of protective cocoon. He reacted just in time because, a split-second later, the air exploded violently all around him. It had even more power behind it than the explosion which took out Kiba and so hurt a hell of a lot more than last time but Ben refused to be consumed by it.

 ** _[Ben! You need to be careful. You have sustained too much damage and are quickly running out of the energy needed to stay in your form,]_** Azmuth called out in Ben's head but Ben could barely hear his warning over the ringing in his ears from the explosion. He could vaguely hear Rias shouting something underneath him but, like Azmuth's warning, it fell upon ringing ears.

And then, just as quickly as it started, it finally came to an end. The smoke around him cleared a few seconds later to reveal his battered and burnt form. His orange fur had been singed in a lot of places and he was breathing raggedly and heavily.

Ben unfurled his arms to reveal an uninjured Rias and Asia, much to his relief. As his feeling of relief was quickly replaced by pain, Ben fell to his knees, shortly before falling forward onto his hands and knees, propping himself up with his arms which trembled slightly.

"Ben!" Rias shouted with dismay and ran to his side, flinging her arms around his large neck and hugging him tightly, though not too tightly, as he continued to breathe heavily. "How could you do something so foolish?! You're so weak from the battle and yet you still put others before yourself." She buried her face in his orange fur. "You idiot," she said, her voice muffled from her face being buried in his fur.

Their moment was suddenly interrupted by Riser's condescending laughter. "Aww, how sweet. The gentle demon is protecting his mistress. I think I feel sick. It looks like I'll have to deal with this myself."

Ben suddenly felt the blood lust return stronger than ever at Riser's words and doubted he had the strength to suppress it this time. The last thing he remembered before being completely consumed by the Appoplexian's blood lust was that he groggily rose to his feet and gently pushed Rias and Asia behind him as he returned his venomous glare at Riser, his eyes glowing red in his blind rage.

 ** _[Ben!]_** Azmuth called out again in the depths of his head with more urgency than before. **_[You need to calm down! You've lost too much energy; you can't fight someone like Riser in your state.]_**

Ben didn't hear Azmuth as all his attention was focused on Riser in his unadulterated rage.

 **[Boost!]**

"LEMME…TELL YOU SOMETHING…RISER PHENEX!" he bellowed through ragged breaths as he approached the cocky devil in front of him. "YOU MESSED…WITH THE WRONG…HOUSE! YOU WANT RIAS? THEN YOU'RE GONG TO…HAVE TO GO THROUGH…ME!"

With his declaration made, Ben pounded the ground with both his fists to issue his challenge to Riser before sprinting towards the immortal devil and, before either he or Yubelluna could react in time, shoulder-charged into Riser with the force of a speeding train, sending him flying back into the chimney stack behind him. Riser coughed up some blood at the powerful blow but Ben wasn't going to let him go that easily. He took hold of Riser by the scruff of his jacket and picked him up off the ground.

Ben pulled his free arm back, building up as much power as he could muster before sending it all towards Riser. He was just about to release his arm when his felt all his strength suddenly disappear. In a large flash of light, Ben returned to his normal form and let go of Riser's jacket as he collapsed to his knees, completely exhausted.

"Ha! Looks like you're not much of a challenge without your transformations, doesn't it?" Riser laughed as he looked down on Ben's battered form.

Battered, but not yet beaten.

 **[Boost!]**

Ben looked up at Riser and stood up with the last of his strength and punched the cocky prick with his right hand. Unfortunately, Riser saw this and easily dodged the blow, causing Ben to lose his balance and send him falling down the roof until he reached the adjoining roof of the building which was connected to the new school building where he collapsed, completely beaten and exhausted.

He didn't stay there long however. Riser appeared in front of him and picked him up by the scruff of his shirt with ease and brought Ben up to his face to see Ben was already coughing up blood. He pulled his own fist back and punched Ben in the stomach…and it hurt like fuck.

"Not so high and mighty now, are you?" Riser sneered as he delivered another vicious punch to Ben's stomach.

Ben looked into Riser's eyes and gave him a bloody, toothy grin, just before spitting the blood that had gathered in his mouth at Riser, covering his face in his blood. "I'll…never…give…up," he murmured weakly as blood trickled down his chin, staining his white shirt and green jacket with his blood.

Riser wiped the majority of the blood off his face with his free hand before glaring at Ben once more. "You just don't know when to die, do you?" he asked as he brought his knee up sharply to impact with Ben's stomach, causing him to groan weakly. Riser continued to punch and kick Ben mercilessly and without any indication of stopping until he was dead.

"BEN!" He heard Rias calling his name with horror as Riser continued to beat him.

Between each blow, Ben kept talking, although with a bloody mouth, "I…will…never…give…up." He received another vicious kick to the stomach. "I…made…a…promise." He was kicked harshly again, this one breaking several ribs. "I must…protect Rias."

"You've done nothing but annoy me since we met, low-born. It's time I taught you what happens when you insult your betters!" Riser shouted as he prepared to punch him again, this time with all his power behind it to finally finish off the troublesome pest.

"NO!"

Rias appeared out of nowhere and tackled Riser, causing him to release his grip on Ben, allowing him to fall to the ground in a bloody heap.

"You win! I resign, you hear?! I resign; just please stop hurting him!" she pleaded with tears in her eyes.

"Looks like Riser wins again!" he declared smugly as he wrapped his arms around Rias.

"No…Rias." Ben threw up more blood as he rolled down the side of the roof, stopping only a few feet away from the edge by pure chance.

[Rias Gremory's resignation recognised. Riser Phenex wins the game.]

"No…," Ben mumbled weakly as he saw her break apart from Riser's embrace and rush towards him. She knelt down beside him and pulled him into her arms and started stroking his bloody face with her soft hands and telling him how proud she was of him. He tried raising his hand to cup her cheek but couldn't find the strength to do so and let his hand fall limply by his side. She must have known what he was trying to do because he felt her soft hand grip his own bloody hand and bring it up to her face and lean into it, affectionately.

"I'm sorry…," he whispered meekly before his body went limp, his hand falling from her face as he succumbed to the blackness at last. The last thing he saw was Rias' tear-stained face.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: If the fight didn't go the way you wanted it to, I'm sorry. This was always going to happen. Ben is a hell of a lot stronger than Issei was in the anime, but you've got to keep in mind that:**

 **1\. He is still learning how to control his powers.**

 **2\. He needs to get stronger to stay in the forms of creatures as powerful as an Appoplexian (Rath). Even though he can transform into the large humanoid tiger, it doesn't mean he is strong enough to stay in that form.**

 **3\. He was hit twice with Yubelluna's explosion attack which was strong enough to take out Akeno (a Queen). Combining that with his constant need to stay in control of the demon, it took a lot out of him.**

 **Anyway, carrying on.**

 **The other reason I wanted this to happen is because the next chapter will focus on Ben's one-on-one battle with Riser which was one of my most favourite battles in the anime to date. I have something epic planned for it and hope that you find it epic too.**

 **You may have noticed how I excluded the scene where Rias unlocked more of Ben's power like she did with Issei in the canon. I deliberately did this because, after listening to several readers, I agreed that the whole premise is a bit silly really. Why would she limit his powers during their training and released it all on the night of the fight where he hasn't gotten used to it yet. With my story, Ben has his power regulated by Azmuth who has an obvious stake in his wellbeing and yearns to ensure he is always equipped with the maximum power he can control and holds back what he believes Ben would be incapable of handling.**

 **Reviews:**

 **Nivek Beldo: Sorry for not answering your review last week. The review page didn't seem to update when I posted it. Thanks for your thoughts on my writing capabilities. I know what you mean with the lemon/lime definitions but I am simply following by example. It seems that it's the unspoken rule in FF and so I didn't want to appear weird.**

 **Temple of the chaos raven: I'm glad you found the irony. I already have something planned in the future to expand on that exact thing.**

 **Ultimatrix bearer: I hope I stayed true to your wish. I wanted to obviously make Rath fit into my story, but I found his canon personality too funny and unique to ignore and hopefully did it justice in this chapter**

 **Fearofvengeance: I haven't got anything planned in the immediate future (nor would I reveal such a thing and spoil the surprise) but I will tell you this; it's definitely on the table somewhere along the line.**

 **Personally, I like your thinking but I came to the objective conclusion that Toepick would be too much for something like this. Even if Riser is, undeniably, one of the biggest arseholes in the DxD universe, I don't think he deserved to experience Toepick.**

 **I have got someone in mind to fight Toepick 'face-to-face' though.**

 **Guest: I'll think about it but I can't guarantee anything. I wouldn't even begin to imagine how I would handle something like that. I prefer to write out stories that are linear, to a certain degree, with a single universes storyline.**

 **Once again, thank you so much to everyone who has read my story so far. I hope to get even more readers to follow my story in the future and will continue to write my story for you to the best of my ability.**

 **Please don't forget to REVIEW. I know you're out there, somewhere.**

 **Until next week, Ciao.**


	12. Party crasher

**A/N: Here we go people, the last chapter of the Rating game arc and the end of the first season of the anime.**

 **Before I go straight into the chapter, I would just like to state that I have an announcement to make at the end of the chapter. It's nothing major but I just thought I'd let you guys know beforehand.**

 **Without further ado, here's the next chapter.**

 **(*Insert disclaimer here*)**

 **. . . . . . . . . . . . . . . . . . . .**

 ** _[You aren't yet used to ultimate power,]_** _a deep powerful voice called out to him._

 _Ben was once again floating, completely surrounded by flames which didn't burn him as they licked his skin. But this flame was different than the last time he was in…whatever this place was to talk to Azmuth. Back then, the flames which surrounded him were a brilliant emerald green colour, but this time, as well as the familiar emerald flames, he also saw that it was mixed with crimson flames._

 ** _[You have done well up to this point, considering how inexperienced you are. No amount of training could have prevented what happened to you. It's a testament to your strength that you were able to stay in control for so long,]_** _the rumbling voice called out again from somewhere within the flames._

 _"Who is that?" Ben asked with confusion as he looked around himself in search of whoever was speaking to him. He had spoken to Azmuth enough times to tell in an instant that whoever was currently speaking to him was not the Dragon God he was used to conversing with._

 _The flames in front of him suddenly parted, like a stage curtain, as a large, crimson dragon appeared in the new space between the flames. He marvelled at the size of the dragon before him but couldn't help but note that it was nowhere close to the same size as Azmuth. The dragon before him looked to be no bigger than Azmuth's head alone. The crimson dragon arced its head so that its large eyes were staring right at him._

 ** _[Just because you stumbled, young one, that doesn't mean you should succumb to weakness. Should you do that, the White one will laugh,]_** _the crimson dragon said again as it's voice entered Ben's head in a similar way to the way Azmuth spoke to him._

 _Ben was more than confused as he stared at the large dragon before him. He was about to ask who the dragon was when his mind started to clear up and his thoughts came to him unobstructed and allowed him to think straight. His eyes widened as everything he remembered being told about the other dragon which resided in his right arm came streaming into his head._

 _"Ddraig?!" Ben spluttered with shock as he stared up at the crimson dragon with wide eyes. "Are you the Welsh Dragon, Ddraig?"_

 _The large dragon chuckled, his chest rumbling with rich laughter._

 ** _[You ruined my big reveal there…but yeah, I'm him. Congratulations, partner, for you have grown strong enough to hear me at last. No one else who has ever wielded me has managed to grow strong enough to hear my voice once my power was awoken in the short time it took you,]_** _he said, impressed at Ben's achievement._

 _Ben clamped his mouth shut to suppress a childish exclamation as he stared up at the Welsh Dragon. He couldn't believe he was actually talking to Ddraig himself, the Welsh dragon of legend. He was so shocked that he momentarily forgot about why he was in his current, dream-like state._

 _"I'm actually talking to the Welsh Dragon, the…actual…Welsh Dragon," he gasped with amazement, finding himself unable to take his eyes off of him._

 _The dragon chuckled again at Ben's antics._ _ **[Yes, I am the actual Welsh Dragon. I had heard from Azmuth that you are from the land for which I am named for. I must admit that it's so refreshing to finally be partnered with someone who truly appreciates me for what I am. As you have already deduced by now, I am the one who lives in your right arm, the Heavenly Red Dragon of Domination, and from now until you die, your eternal partner.]**_

 _Azmuth suddenly appeared beside Ben and Ddraig; well his head did, though he was such a gigantic being that even his head, which already dwarfed Ddraig, was partially hidden by the combined crimson and emerald flames._ _ **[Alright, alright, you two. That's enough with the formalities, don't you think, Ddraig?]**_ _the titanic dragon chided before his gigantic eye focused on Ben before him._ _ **[I have already brought Ddraig up to speed on everything that has happened while you were in your state of unconsciousness…]**_

 ** _[…And from what this old fool has told me…,]_** _Ddraig interjected abruptly, cutting of the ancient dragon beside him and ignoring the glare from Azmuth's eye baring down on him._ _ **[…I am glad that you are the one who now possesses my Gear. I look forward to working with you for both the foreseeable and unforeseeable future.]**_

 _Ben looked up at the emerald dragon above him to see Azmuth was still glaring at Ddraig for interrupting him. He continued to glare at his troublesome son for a few more seconds before returning his attention back to Ben._ _ **[You must awaken, young one, for you have slept for far too long. You have to act swiftly if you hope to rescue the young Gremory from her fate.]**_

 _At his words, Ben remembered everything that happened to him during the match before he fell unconscious. The visions of him losing control of his form once again came to the forefront of his mind as well as how he was about to be killed by Riser before Rias stepped in to save him from Riser's wrath, sacrificing the match as a result. "There's no point," he muttered dejectedly as he clutched his head in a pointless attempt to force the painful memories out of his head. "I failed her, just like I failed Asia. I promised her I wouldn't lose control of my forms again and I couldn't even do that. How could I possibly save anyone when I can't control my own powers? I can't save anyone."_

 ** _[Do you really believe that?]_** _Azmuth asked seriously and Ben felt a powerful suppressive aura sweep over him from the emerald dragon._ _ **[Do you perhaps believe that I made a mistake in choosing you to wield me?]**_

 _"Well…," Ben began but Azmuth continued on without waiting for him to reply._ _ **[I have made my fair share mistakes during my considerably lengthy existence, just like any other sentient being has. However, you are not one of them, Ben. I am a divine being of my word, and you promised to help Rias from this whole, troublesome 'engagement' situation. I want to make it clear to you right now, young one, that, as long as you are my wielder, I will simply not allow you to go back on your word. Now wake up!]**_

 _Ben felt a sharp pain in his left arm and woke up in his room with a start._

* * *

He opened his eyes and sat bolt upright at the sharp pain in his left arm to see that he was back in his room and he was nearly in complete darkness.

 _'How long was I out for?'_ he thought as he blinked the last of his tiredness away. He looked out of his window to see that it was the moon that was providing the only form of light in his room. He uncovered himself from his duvet and swung his legs over the edge of his bed and rested his head in his hands as the headache he felt slowly subsided.

"I'm glad to see that you've awakened," a familiar voice said as a small flash of white light entered his vision.

Ben blinked away from the bright light and looked up to see Grayfia standing before him.

"What happened with the match?" he asked, already knowing the answer but dreading Grayfia's answer all the same.

"Lady Rias forfeited the match in order to save your life," Grayfia replied neutrally and professionally.

Ben brought his hand up to cover his face as the memories of the match played through his mind for a second time, even more vivid than before. "I thought so. I didn't want to believe Rias would do something like that but it seems I wasn't that lucky. She's such a fool; she should have continued fighting, regardless of what happened to me."

He brought his hand away from his face and looked up at Grayfia again. "How long was I asleep for?" he asked quietly, casting another quick glance out of his window.

"Around two days," she replied instantly and without any change in her facial expressions.

Ben blanched at her answer. _'Two days! I was unconscious for two days?'_ he thought with dread. Was he too late? Had Rias already been forced to go through with the marriage?

He looked around his dark room and finally noticed that they were the only two people in his room.

"Where is everybody?" he asked.

"Apart from Asia, who was ordered by Lady Rias to stay behind and look after you, the rest of her peerage joined her when they went to the Underworld to attend the engagement party."

Ben couldn't help but release a sigh of relief at this piece of news and looked out of his window again. _'Of course that's where they'd be. Both families will want to see Rias and Riser married as quickly as they could. That's good though. It means I have time to put a stop to this,'_ he thought with determination.

Grayfia looked at him curiously. "You don't agree with the decision?"

"No," Ben replied firmly. "How could I? Even if her family agrees with it, I can't. I can't let her sacrifice her own happiness just so she could save me. I'm Rias Gremory's servant before all else, even before her own family. It's plain to see that she can't stand that Phenex bastard, and what kind of servant would I be if I let her life be ruined by what her family decides when she is so obviously against it?"

He was brought out of his little monologue by the sound of Grayfia chuckling softly. It was a cute sound, but it seemed…wrong coming from someone like who gave of an incredibly serious demeanour virtually all the time.

"You really are an interesting person, Benjamin. I've met a lot of devils over the years, but never one quite like you. Once you've made your mind up, there's no stopping you, is there?"

Ben only replied with a simple nod of his head. He must have given her the correct answer as she started to rummage through her pockets for something. "Well I'm not the only one who thinks so," she said as she pulled out a familiar piece of paper with a magic circle scrawled on it. "My master, Sirzechs, thinks the exact same way."

Ben stood up from his bed and took the piece of paper out of her hands as she offered it to him and examined it. "What is this?" he asked, confused. He recognised it as something similar to the many flyers he had to hand out during his club activities but this was something different. It gave off a completely different kind of magic that he was familiar with.

"Your ticket to the Underworld…if you are serious in your desire to rescue Lady Rias. My master also gave me a message to give to you along with it."

Ben waited patiently for her to continue, which she did after a moment of silence.

"He asked me to tell you, "If you want my sister back, young dragon, then you'd better make an entrance.""

Without another word, a white magic circle materialised beneath Grayfia and carried her off, back to the Underworld, and leaving Ben alone in his room.

This wasn't the case for very long as, a mere three seconds later, Asia entered his room carrying a bowl of water and a towel draped over her arm. Upon seeing him up and awake, she dropped the bowl of water and charged towards him, tackling him and hugging him fiercely as she buried her face into his chest.

Ben was shocked by her sudden action and slowly wrapped his own arms around her in an attempt to comfort her. "What's wrong, Asia? Are you alright?" he asked, concerned for the young devil in his arms.

She looked up at him, revealing her watery eyes. "I'm sorry. I-I was just so worried about you. You were asleep for so long and I was starting to…." She had to stop for a second to catch her breath and calm herself down. "…to think that you'd never wake up again. I was so scared!"

Ben brought up his left hand and patted her on the back of her head gently in a comforting manner. "I'm sorry I made you worry, Asia, but I'm okay now; see?" he said gesturing to himself in the hopes of cheering her up.

"Yeah…I guess you're right," Asia said as she drew away from Ben and wiped the tears from her eyes. "That's all that matters to me."

Ben smiled momentarily before his expression turned serious. "Asia, there's something I need to tell you; I'm going to the Underworld to rescue Rias and bring her back."

"Is that a good idea?" she asked with worry. "You still haven't fully recovered from what that beast, Riser, did to you."

"I have to Asia. She'd do it if I were in trouble," Ben replied as he rested his hands on her shoulders.

"Well then, I'm going with you," Asia said firmly but Ben shook his head at her.

"No, I need you to stay here where I know you'll be safe. Don't worry about me, Asia; I promise I won't come back without Rias and the others."

"Don't make a promise you can't keep!" she retorted tearfully. "I don't know what I would do if something were to happen to you."

Ben smiled warmly at her and cupped her cheek tenderly, using his thumb to wipe away the stray tear trickling down her cheek. She leaned into his hand fondly and sighed deeply. "I don't think I could handle seeing you get hurt again," she whispered fearfully.

"Hey, I'll be back," he said reassuringly. "But before I go, I need you to do something for me…"

* * *

(Underworld, engagement party)

Out of the three races which took part in the Great War, the Devils were the race who threw the most spectacular celebrations out of them and the engagement party between Riser Phenex and Rias Gremory was no different. It was a glamorous affair to be sure and was attended by most of the remaining noble Houses which survived the destruction of the Great War.

It was held in a large hall which belonged to the Gremory Household who had offered for the party to be held there and was ordained with spectacular decorations to celebrate the joyous occasion of two houses unifying through marriage. The guests were scattered throughout the enormous hall, all gossiping about the upcoming wedding and its implications in the social standings from the joining together of the two Great Houses of Gremory and Phenex.

If you were to walk through the hall, you would hear all this for sure, but you would also hear one particular voice above the rest which was loud enough to be carried throughout the entire hall as she spoke. The owner of said voice was Ravel Phenex who was surrounded by the other members of Riser's peerage as she boasted to nearby noble devils about her brother's recent victory to anyone who would listen.

"Of course it was only natural that we'd win the match. Not only did my brother win a match, but a bride as well." She laughed at her own humorous statement. "He did have to win by a close margin though, otherwise it wouldn't have been so entertaining, would it?"

On the other side of the hall stood Akeno, Koneko, and Kiba, all dressed up in evening wear and unable to tune out the young Phenex's boastful words though they did their best to ignore them.

"She sure does like to talk doesn't she?" Kiba noted as he drank the drink he held. Koneko nodded her head slightly at Kiba's observation while Akeno stifled a soft chuckle.

"I agree. She sure has a mouth on her doesn't she?" The three of them turned around to see Sona Sitri approaching them through the crowd. Beside her was her Queen and vice-president of the student council, Tsubaki.

"Lady Sitri. What a lovely surprise seeing you here," Akeno said sweetly and bowing her head respectfully.

"Good evening, Akeno. I just came by to compliment you on how you handled your first Rating Game…though I certainly wouldn't have complained if the outcome were different," she said with a sad smile.

Kiba chuckled at Sona's words. "Don't be so quick to assume it's over," he said with a smile.

"I'm certain something will happen to make this an event to remember," Akeno said confidently with a large smile on her face.

Suddenly the raised platform at the end of the hall burst into flames as Riser appeared. Unlike before, this time he was wearing a white suit, unbuttoned halfway to show his muscular chest. He was smirking from his victory and spread his arms out theatrically to attract the attention of the entire hall which didn't take long.

"Greetings, renowned devils of the Underworld who are gathered here today," he said loudly to allow his pompous voice to carry across the entire length of the hall. "Today we celebrate the union of two noble houses; the distinguished House of Phenex and the illustrious House of Gremory."

He gestured to the empty space right next to him.

"And now, may I present to you…."

An orange magic circle bearing the Phenex family crest suddenly appeared beside him, revealing Rias who was now wearing a beautiful white gown with matching gloves.

"My beautiful bride, Rias Gremory. May we have many joyful years to…."

BOOM!

The entire room shook, the chandeliers in the ceiling tinkling from the vibration. Everybody was looking around for the source of the noise but couldn't locate it.

BOOM!

"What the hell is that noise?!" Riser demanded angrily, looking around the hall just like everyone else in search of the origin of the noise which was interrupting his moment. "It is ruining this joyous occasion!"

BOOM!

"I believe that's our cue to get ready," Kiba said to his companions who nodded in agreement. He took off his jacket, folding it neatly, and placed it over the back of a chair next to him, ignoring Sona's look of confusion as she stared at the three of them and their complete lack of confusion as to what was happening.

BOOM!

"He took long enough," Koneko muttered in her usual neutral tone as she finished her own drink and placed it on a table.

BOOM!

"He's getting closer. I wonder what he will be this time." Akeno smiled, knowing what was coming towards them and getting hot at the thought of the punishment coming for Riser.

Rias was still stood on the platform and she had absolutely no idea what was going on, but she could only think of one person who would have the audacity to crash a party which was filled with such renowned and distinguished devils.

 _'He never fails to surprise me,'_ she thought joyfully, a small smile appearing on her face as she clamped he hand over her heart which was starting to beat faster, though not out of fear.

Riser was becoming livid that no one could give him an answer as to what was going on. "I DEMAND TO KNOW WHAT…."

CRRRAAASSSHHH!

The entrance to the hall suddenly broke apart violently from an unknown source, cutting off the young Phenex mid-sentence, which almost took down the entire wall of that side of the hall. Large chunks of the wall fell to the floor as a humongous, tan-brown coloured fist tore through it as easily as though the wall had been made out of cardboard. No sooner had it appeared that the large fist slowly pulled back through the large hole it made and quickly returned when the body it was attached to broke through the rest of the wall, sending it crumbling to the floor, as the large beast entered the hall itself.

The first thing people noticed about the monster before them was that it as was huge. It stood at an extremely intimidating 40ft tall and was so tall in fact that it's shoulders broke more of the wall as it entered the hall and its head knocked a chandelier which fell to the ground, shattering into millions of tiny pieces when it struck the polished floor. The gathered guests retreated a few feet away from the demon as it destroyed the entrance to the hall completely in its bid to gate-crash the party.

Some of the more mature and educated Devils in the room quickly recognised the beast which had barged into the hall as one of the largest, most powerful species of demon which roamed the vast wastelands of the Underworld, known as a Vaxasaurian. It had virtually impenetrable, thick, brown, leathery skin and had pronounced features which made him appear similar to a prehistoric stegosaurus. Such features included the large metallic plates which protruded from its back as well as the vicious-looking spikes on his long tail which trailed behind it. Three plates protruded on both of its broad shoulders which only added to its already fearsome look.

The reason why some of the gathered patrons were extremely apprehensive, and borderline outright fearful, of the large demon before them was because an adult Vaxasaurian was on par, strength and endurance-wise, with an Ultimate-Class Devil. Many brash and overconfident young devils had been lost over the millennia when they foolishly underestimated the power of one of these beasts, let alone the herds that they travel in, and tried to hunt one and claim its head as a prize for boasting rights and a rise in their social standing. Even though the one before them didn't appear to be fully grown, it could still easily contend with a High-Class Devil.

The Vaxasaurian took a few more steps into the hall, gazing down at the gathered patrons as if in search of someone in particular. It eventually came to a stop when its gaze landed on Riser, and when it did it glared at him it drew in a deep breath and expelled it all in the form of a deafening roar which forced many of the gathered patrons to cover their ears while the windows which dotted about the hall shattered from the noise.

The roar didn't last long and the room soon fell back into relative silence as everyone stared up at the colossal demon. It was suddenly engulfed in a red light which, when it dissipated, revealed Ben standing in its place.

"Now that I've got your undivided attention," he said loudly, his voice echoing through the damaged hall as every gathered devil stared at him in shock.

"Ben!" Rias yelled happily, breaking the silence, as tears of joy threatened to streak down her cheeks at his arrival.

Ben waved to her above the crowd. "Hey Rias, sorry I'm late."

Riser stepped forward, snarling at the young devil who had disrupted the party and, most of all, had made him look like a complete fool in front of so many important and esteemed guests.

"What the hell are you doing here, Tennyson?!" he snarled angrily, glaring at the young devil who was the cause of his anger.

"I'm here for Rias Gremory!" Ben replied sternly and without hesitation as he started to walk towards the platform where Riser and Rias stood.

"Seize him!" Riser barked and Ben suddenly found himself surrounded by around thirty guards, all of which were pointing their weapons directly at him menacingly.

Just as he was about to transform into another demon and take them all down, they were all quickly brought down in the blink of an eye by Kiba, Koneko and Akeno who suddenly appeared around Ben.

"You sure know how to make an entrance," Kiba noted with a smile as he knocked out several of the guards with his sword.

"You're late," Koneko stated emotionlessly as she moved between the guards, knocking them out with her impressive strength.

"Your finally here. We've been waiting for you," Akeno said from above him. He looked up to see her wearing her elegant kimono as she sent a thunder bolt towards the rest of the guards, taking them all out instantly.

"I'm finally here," Ben repeated with a smile on his face. "Thanks for the help, guys."

"Go save Rias," Akeno ordered with a knowing smile as she lowered herself back down to the ground.

"Oh, I plan to," Ben replied firmly as he turned his attention back to Riser.

Some of the noble devils who had managed to overcome the shock of Ben's transformation suddenly became angry at Ben's impertinent actions and started demanding answers from anyone who would listen.

"What is the meaning of this?"

"How dare this lowly servant forget his place!"

"Is this your doing, Riser?"

A figure strode forward through the crowd which parted quickly to let them through. "It was mine actually. I just though this party could do with some entertainment," they said, silencing the rest of the guests as they spoke.

The figure looked like almost exactly like a male version of Rias. He had long crimson hair with blue-green eyes and looked to be in his early twenties. He wore decorative robes with emphasised shoulders from which large spikes protruded from, and from the way he spoke, Ben could tell that he was someone with great authority in the Underworld.

The room suddenly erupted in hushed whispers as everyone stared at the new arrival with awe and respect.

"It's Sirzechs!"

"The Great Devil, Lucifer is here?!"

Riser took a step forward "My Lord Lucifer. What do you mean by 'entertainment?'" he asked cautiously, careful not to appear insulting or rude towards the devil before him.

"I have to admit that I was wholly unimpressed with how the game went, Riser. My sister, a virgin to the Games, was _very_ close to beating you in her first ever game. For someone who prides themselves on their prowess in the Games, I don't doubt that your family is less than impressed with how close the outcome was."

"It-It's the final outcome that matters though, my lord," Riser muttered with slight panic in his voice.

"That may have been the case in the past…," Sirzechs countered calmly. "…but I think everyone would prefer to see this whole situation dealt with once and for all."

"What are you suggesting then, Sirzechs?" a middle-aged male devil said as he made his way to the front of the crowd. Ben couldn't help but notice that this mysterious person also had crimson-red hair, the exact same style as Sirzechs and Rias.

Could he be…?

"Nothing too big, father. I am only trying to make my dear sister's engagement party an event to remember. It's not very often we get to experience such things, especially after the war, and a final showdown between a dragon and a phoenix would fit such a joyous occasion perfectly, don't you think? Anyway…." He turned his attention back to Ben. "I want to see more of the kind of power he possesses. I find it rather fascinating."

Riser took a deep breath but knew better than to talk back to the Devil King. "If that is what you wish, my lord. Riser will make sure this is a spectacle worthy for you, my king."

"As for you, young devil…," Sirzechs continued as he returned his gaze back to Ben. "What would you want for a reward should you win?"

The room erupted once more with disgruntled devils expressing their disapproval for Sirzechs' announcement.

"You cannot be serious?!"

"To give such a reward to a mere low-born?"

"Enough!" Sirzechs said firmly, bringing the hall to silence again. "Low-born or not, I am as much his king as I am yours. I have asked him to do this for me; it is only fitting that he be suitably compensated for doing this. So what do you want in return? A title? Land to call your own? Maybe you wish to become King for your own peerage. I can make all these happen and more; you need only ask?"

Ben cracked his knuckles and replied with as much sincerity as he could muster. "I only want one thing; Rias' engagement with this bastard cancelled." Ben swore he could see a faint smile appear on Sirzechs' face for a split second before it disappeared in the blink of an eye.

"Very well. Please prepare yourselves for the match then." He snapped his fingers and Ben and Riser were teleported away via magic circles to their battlefield.

* * *

Ben emerged out of the magic circle to see that he had been teleported to a large arena. As he looked around he couldn't help but remember his history lessons back when he lived in Britain when they were taught about the ancient Romans, particularly when he looked at pictures of the humongous Roman Colosseum. It looked as though thousands of people could be held here from the looks of it.

For the upcoming battle however, there was only the relatively small number of people from the party in attendance. He looked up to the viewing box, where Roman Emperors and Consuls would have sat in ancient times, to see Rias, Sirzechs and Grayfia sitting, waiting for the fight to commence. He could clearly see the fearful look on Rias' face and wanted nothing more than to shout out to her…to tell her everything will be alright; he would make sure of it.

He looked to the opposite side of the field to see Riser standing in anticipation to start the fight and put Ben in his 'proper place'. He had discarded his formal dress attire from a moment ago and had replaced it with a set of arm guards which covered the entirety of his arms, leaving his chest exposed, and tattered robes below his waist.

Ben took up a basic combat stance, summoned his Gears to his arms and looked down at them, determination on his face.

"Are you ready for this guys?" he muttered firmly to his draconic partners.

 ** _[We are ready!]_** Azmuth declared with his deep booming voice.

 ** _[Show this menial creature why the world fears dragons!]_** Ddraig shouted in Ben's head before releasing a roaring battle cry.

"Wait until I give the signal," Ben reminded them as he popped his neck, his eyes never leaving Riser as they glared at him intensely.

"Before we begin this match…," Sirzechs declared, his voice echoing around the colosseum so that everyone could hear him. "If there are no objections, I will allow the pawn to promote themselves. Riser?"

Riser chuckled and shrugged his shoulders nonchalantly. "Riser does not mind, my lord. Riser will destroy this low-born either way."

"In that case…." Sirzechs brought his arm up. "Let the match begin!" He brought his arm down with a sharp motion, signifying the start of the match.

 _'Well, I may as well use the promotion. Every little helps,'_ Ben thought as he began walking towards Riser. He had almost forgotten about the fact that he could promote himself due to his pawn title. He had been so focused last time that he had completely forgotten about it.

"Promotion: Queen!" he bellowed and immediately felt a large surge of power flow through him.

Riser chuckled darkly as flames started to surround him. "Riser will show you once and for all where you truly stand in this world, low-born. I will make you regret the disgrace you have caused me." Flame wings appeared out of his back, raising him above the ground. "Now come, and meet your end!" he yelled as he propelled himself towards Ben.

"Bring it on, Riser!" Ben retorted as he suddenly broke into a sprint, bringing up Azmuth's Gear and slamming his palm down on the dial and disappearing in emerald green light.

 **[Transform: Methanosian!]**

Riser laughed snidely as he streaked across the field towards Ben. "No form can save you from me, Tennyson!" He increased the flames which surrounded him and sped up towards Ben who was still lost in the green light. "Now DIE!"

He pulled his fist back to punch the troublesome low-born and finish the fight then and there when a vine-like fist suddenly emerged from the light and punched Riser in the face, knocking him off balance and sending him crashing to the ground a few feet away from where he had been struck.

"What the fuck?" he grunted as he quickly rose to his feet and glared at Ben, his eyes narrowing at Ben's new form.

The form which Ben had turned into this time was humanoid in shape, but appeared to be some sort of plant-like demon. He now had dark green vines which made up his physical with black roots which spread out along his new body as well. He now had a head which had a flame-pattern on it, oval eyes and several red petals which sprouted from his shoulders.

"Weren't expecting that were you?" Ben said in a nasally voice as he smirked at Riser's surprised expression.

Riser's shock was quickly replaced as he began to laugh darkly and triumphantly at Ben. "Hahahaha! You really are a stupid low-born aren't you? Do you really think that a form like that would stand up against me, the flame bird?!"

Ben didn't seem fazed at all by Riser's declaration. "Why don't you come here and find out?" he countered, bringing his arm up and gave Riser a 'come and get me' gesture, a small smile on his face.

Riser's smirk instantly disappeared, replaced by his familiar snarl. "Why you!" He surrounded himself with even more flames and charged towards Ben once more with murderous intent in his eyes. He lunged at Ben, his fist aflame and struck at Ben's head. Ben was expecting this and dodged the blow and, as Riser soared past him, tore off several of the seeds adorning his shoulder and threw them towards Riser. They landed below him and Ben telepathically commanded them to start growing instantly, growing to about thirty feet in around five seconds. Without waiting, Ben mentally ordered the vines to thrust towards Riser, which they did without any hesitation, and latched themselves around Riser's feet, stopping him dead in his tracks.

With Riser in his grasp, Ben gestured with his arms, the vines obeying his will, and slammed Riser down into the ground after swinging him over Ben's head, landing on his back with great force. Now that he had him where he wanted him, Ben threw yet more seeds around the young Phenex and watched as they sprouted instantly, growing to the same size as the first set of vines. When they were all fully grown, Ben mentally ordered them to start attacking Riser…and they did without hesitation or mercy. They had Riser surrounded and began to smash and pound him into the dirt with great speed and power, stirring up a large dust cloud which hid him from view.

Though that didn't stop his grunting and yells of indignation.

From the viewing box, Rias was staring in amazement at the way Ben was fighting Riser. She felt a single tear start to streak down her cheek. _'He could win this,'_ she thought with barely contained joy as she held her hand to her chest. _'No. He WILL win this. I know he will.'_

"He seems to be doing well doesn't he?" Grayfia observed from her place beside Sirzechs. He didn't reply as he was too absorbed by the fight before him.

Ben's attack continued for a few more seconds before a large, fiery explosion erupted from the epicentre of the vines, burning them to a cinder and sending Ben back across the field; his feet creating deep grooves in the ground from his resistance to Riser's counterattack.

"ENOUGH!" Riser bellowed madly as he rose into the air, above the dust cloud. "I have had enough of your tricks, Tennyson! It's time to end this match!"

His arms were engulfed with flames which burned with such intensity they were nearly white-hot. He shot through the air at blinding speeds that Ben struggled to keep up with. He darted all around Ben before suddenly streaking towards him from behind. Ben spun around and made to punch Riser in the face like he did at the start of their fight…but Riser had expected this move and had prepared for it.

He dodged Ben's vine-like fist and brought his arm down on top of it, his intense flames cutting clean through his arm, severing it from his elbow and sending it falling to the floor. Ben let out a hiss of pain as he clutched his new stump.

Riser wasn't done with him, however. Almost immediately after he cut off Ben's arm, he landed behind Ben and spun around with his arm and fingers extended, slicing clean through Ben's torso and cutting him in half. Ben let out a small grunt of pain before his torso fell back and landed on the ground with his waist and legs landing a few inches away from him.

"NNNNNOOOOOOOOOOOOOO!" Rias cried despairingly as she watched, with tears flowing down her cheeks, Ben get split in half and fall to the floor in a limp pile. She couldn't believe what she was seeing. Ben had done so much for her to get her out of this stupid engagement of hers and it had gotten him killed for it.

She clasped her hands over her mouth to stifle the gasp which escaped her mouth while she started to shake slightly.

"Please wait, lady Rias," Grayfia said calmly, placing her hand on Rias' shoulder to comfort her.

"She's right," Sirzechs added from where he sat. "This thing is far from over."

"What are you talking about?" Rias retorted angrily, turning towards her brother as tears continued to streak down her face. "You coerced him into doing this and it got him killed. I would have gladly gone through with the engagement if it meant that this was the alternative.

Sirzechs looked at her with a calm expression. "Peace, sister. You seem to have forgotten mother's extensive lessons about Underworld Demons," he explained calmly.

"What has that got to do with anything?!" the Gremory heiress retorted tearfully.

Sirzechs nodded back towards the arena. "Just watch and see."

Rias did as he suggested and looked back towards the match to see Riser with his arms out stretched and laughing triumphantly in his victory.

"Hahaha! Riser has won, though it was to be expected after all. How could such a filthy low-born scumbag possibly hope to defeat me…even if he did have the Boosted Gear. I believe we all have a par-." Riser was cut off from his speech at the abrupt sound of laughter…nasally laughter coming from behind him. He turned back to see Ben laughing as he stared up at the dark sky above them.

"How the hell are you still alive?!" he snarled as he backed away from the plant demon, his eyes wide with shock.

Instead of answering him, Ben just continued to laugh as vines suddenly sprouted from where his waist had been and snaked across the dirt until they reached his severed waist and latched themselves to it. The exact same thing was happening to his stump which had reached his severed arm. Several gasps could be heard from the audience as the vines suddenly went taut and began to pull the severed waist and arm back to the main body. When they reached it and fused back together, Ben leapt up to his feet and rolled his shoulders, his grin still on his face.

He looked up to see Riser's look of shock at what he had just done. "What?" he asked innocently before his smirk came back. "You never seen a Methanosian before?"

Rias appeared to be just as shocked as Riser, but that was hugely dwarfed by her happiness at Ben not being killed. She looked back to her brother who had a small smile on his face. "What just happened?" she asked.

"That…," Sirzechs said as he leaned back in his seat and pressed his hands together. "…is the power of a Dragon God."

Back with the two combatants, Ben was twisting his waist and arm to check they had been restored properly, which they had been, and laughed once more. "I guess this means you've lost your one advantage over me, bastard. Your regenerative ability isn't worth squat when your opponent has it too."

"I-Impossible!" Riser spluttered, backing away from Ben slightly. "Only _my_ family shares the power of the immortal bird…."

"Perhaps amongst Devils…," Ben interjected as he slowly walked towards the noble devil. "But you forget, Riser…I'm not a Devil right now, am I? I'm a demon of the Underworld and I believe it's finally time to put an end to this fight."

He looked down at his left arm where his Transformation Drive was hidden. "Azmuth! It's time!"

* * *

(A few hours earlier)

"What do you mean I can improve my forms?" Ben asked the ancient dragons as he sat on his bed with the back of his hands glowing as they spoke to him.

Asia had left moments ago to get the thing that Ben had asked of her. She appeared apprehensive at first but Ben had managed to convince her, saying it was all part of his plan. She detached herself from her tight embrace of him and quickly went to find what Ben had requested, leaving Ben alone in his room to speak to his two dragon partners.

 **[It's as I told you,]** Azmuth reiterated, getting slightly annoyed at having to repeat himself because Ben couldn't understand what he was saying. **[Like almost every other Sacred Gear in existence, my Gear also has the capability to enter a stance called 'Balance Break' where it goes beyond its normal capabilities and greatly improves the strength of your powers. With my Gear, it would make your forms appear as they would millions of years in the future in the worst possible circumstances for survival.]**

"That sounds awesome," Ben said, very impressed, but Ddraig interrupted him before he could say anything further.

 **[Hang on, Ben. There's something he hasn't told you yet. He seems to have forgotten to mention that part.]**

 **[Yes, thank you, Ddraig; I was just getting to that before you butted in,]** Azmuth grumbled for a moment before continuing. **[While it is possible to do this, you are far from ready to attempt such a feat. Your unfortunate experience with the Appoplexian in your last fight showed me that you still have a long way to go before you can attempt to activate this ability. The sheer stress it would inflict on your mind and body would be absolutely incredible; you would be consumed by the demonic side completely, if not killed by instantly.]**

"But that might be the only way I can beat Riser. I have to take that risk for Rias' sake," Ben stated firmly and Azmuth chuckled softly at him.

 **[I admire our conviction, young one. I suspected you would say something along those lines, and so I have decided to grant you this power, though only temporarily. I will keep your mind safe from harm, but it will still come at a price,]** Azmuth explained warily, making sure Ben knew what he would be asking.

"I don't care," Ben said without hesitation. "If you are certain it will save Rias, I'll pay anything it costs."

Azmuth sighed and, in Ben's head, turned towards the crimson dragon. **[I told you he was like this, reckless, brash…and foolish. Definitely foolish.]**

 **[Perhaps he is, but I don't necessarily see that as a bad thing when it's done to save your friends,]** Ddraig replied with a smile.

Azmuth sighed once more and turned his attention back to Ben. **[Very well. If that is what you wish, I shall grant you a power worthy of your sacrifice.]**

* * *

 **[Dragon All-father: Over Booster!]**

Ben's body began to pulsate rapidly as an emerald green aura surrounded him, different from the light which was released when he originally transformed. His features suddenly started to change rapidly until he was completely unrecognizable from before. He had grown in height until he stood at around nine feet tall, easily towering over Riser. His body had changed from its dark green vine-like appearance to that of petrified wood instead. His bark-composed body was dark brown in colour and now had three blue gooey balls along his arms and a large one protruding from his back. His face was contained in a smaller gooey blob with his eyes glowing with power.

"What did your Gear just say?" Riser demanded with a hint of fear in his voice.

"Oh, you didn't know?" Ben said in his nasally voice, clenching and unclenching his fists, the petrified wood creaking slightly from the simple movement. "I don't just possess the power of the Welsh Dragon; I also possess the power of Azmuth, the Dragon God! The Transformation Longinus!"

"What?!" Riser cried fearfully as several other guests watching the match let out gasps of shock at Ben's revelation. "B-But that's impossible! A Dragon God couldn't possibly be contained in a Sacred Gear!"

 **[10]**

"Why don't I show you how wrong you are!" Ben shouted as he pulled one of the blue orbs attached to his arm, which was immediately replaced by another which sprouted through the bark, and threw it at Riser. The blue orb exploded a few feet away from Riser, releasing a torrent of brilliant blue flames which blasted Riser back and onto the ground from the intense heat.

Everyone gasped in awe as they saw that Riser had been visibly burned by the blue flames before his body regenerated, removing the burns, though not removing the act itself from his mind and the mind of everyone watching.

"What the hell?!" Riser gasped with a mixture of anger, confusion and fear. "How can I be burned? Me, a member of the House of Phenex!"

"By the time this match is over, I'm going to show everyone here that even the almighty Phoenix can be burned," Ben retorted as he charged towards Riser with great speed.

 **[9]**

"You don't deserve Rias, you arrogant bastard," Ben bellowed as his fist connected with Riser's face, blasting him back across the field until he crashed into one of the surrounding arena towers, creating a large hole from his impact.

 **[8]**

"You think you're better than me simply because of a title you got when you were born? Well, I hate to break it to you, Riser, but that's not how the real world works. There's always someone stronger than you," Ben said as Riser emerged from the hole, engulfing himself in flames, even more intensive than before due to his anger, and lunged towards Ben with his fist reared back.

Ben saw this coming and reared his own fist back momentarily before releasing it to collide with Riser's own fist. The amount of power both Devils put into their punch caused an almighty explosion, sending both combatants back a few feet from the force of it.

 **[7]**

"What are you?!" Riser seethed as his fist, which had been broken from the impact, quickly repaired itself. "I've never seen such power before."

"I told you. I am Rias Gremory's Pawn," Ben countered as he threw another orb of blue fire towards Riser. Riser dodged the attack at the last second, avoiding the intense flames it created when it struck another tower, causing the tall structure to collapse a second later from the intense flames.

 **[6]**

"You can't beat me! You are nothing compared to Riser! You hear me, Tennyson? Nothing!" Riser roared said before flying at Ben at incredible speeds. Ben sidestepped the attack and, at the same time, brought his fist crashing down on top of him, creating a large and deep crater from the impact.

"Rias deserves better than you, and I will ensure she's happy with who she chooses to be with and nothing will stand in my way. She clearly doesn't want you so I will make sure her wishes are met!" Ben roared at the top of his lungs.

His voice carried across the arena until they reached Rias who gasped quietly, putting her hand to her chest as she felt her heartbeat start to quicken at Ben's words.

 **[5]**

"Riser will have what was promised him…!" Riser shouted as loud as he could. He engulfed his body, once more, in flames and created the biggest fireball Ben had ever seen in his life and threw it towards him. "…and nothing will stand in his way!"

"It's time for the endgame," Ben declared as the gigantic fireball flew towards him menacingly. Taking up a strong stance, Ben brought his hands together, palms facing towards Riser, and released a plume of brilliant blue fire, twice the size as Riser's from his palms. The torrent of blue flames intercepted Riser's fireball and consumed it completely as it continued until it reached Riser and engulfed the noble devil completely, the only thing escaping the plume being his cries of agonising pain.

Ben stopped his attack after a few seconds to see the results of his attack. The fire quickly dissipated to reveal Riser lying on the floor, scorched and burnt but still very much alive.

 **[4]**

"How…are you…doing this," Riser gasped as he slowly rose to his feet, his skin slowly knitting itself back together. "How are your flames able to burn me?"

"I can't take all the credit," Ben replied as he approached Riser. "I had a little help from our Bishop." He held up his left hand to reveal a small, silver cross. The chain it was connected to was wrapped around his fingers as he clutched it tightly.

"Is that a cross?!" Riser demanded fearfully.

"You're damn right it's a cross," Ben replied with a smirk on his face as he continued to walk towards the weakened devil. "No matter how much you think you're impervious to fire, Riser, you are nothing compared to the heat of Holy flames."

 **[3]**

"Devils shouldn't be able to hold such artifacts! Even if you truly possess the Dragon God, Azmuth, you are still a Devil. Simply touching the chain alone should be causing you unimaginable pain!" Riser stated as he tried to back away from Ben.

"That would be true…if this arm still belonged to me, that is."

"What are you talking abou-," Riser started to ask before he eyes widened in realisation. "Wait. You offered that dragon your own arm, didn't you?!"

Ben continued to walk towards Riser, his eyes glaring right into Riser's soul. "Yes I did, and I would gladly do it again. It's time to put out your flames, little bird."

Riser tried to move away from Ben but couldn't find the strength to do so as his fear grew exponentially. "No! You have no idea as to the importance of this union. The purity of devils must be protect-." Riser was cut off mid-sentence when Ben punched him in the chest, sending him to the ground again.

 **[2]**

Ben reached down with his right arm and picked Riser up by his throat until he was dangling off the floor and pulled him close to his face.

"Do you submit?" he asked dangerously, his eyes narrowing with fiery determination.

"Never! Riser will never submit to low-born scum like you," Riser gasped as he tried to prise Ben's fingers from his throat though was met with no success.

"If that's what you want," Ben replied as he brought up his left hand, cross pressed flat against his palm and brought it down on top of Riser's forehead and held it there.

As soon as it made contact with his skin, Riser emitted a pained cry, more intense than ever before, as the holy item burnt him like he had never been burnt before. Ben took his hand away but Riser could still feel the pain coursing through his head and body. When he pulled his hands away, Ben revealed the scorched imprint of the cross which had been burnt into his skin like a brand.

 **[1]**

"Do. You. Submit?" Ben repeated, slower and with more power behind his voice than before.

Riser couldn't find the voice to answer him and simply went limp in Ben's grip, unable to remain conscious any longer from Ben's attack. The Methanosian let go of Riser, letting him fall to the floor in an unconscious heap.

"That's my win, I believe," Ben said as Ravel appeared out of nowhere to help her brother. He turned around to look across the ruined battlefield to see Sirzechs rising from his chair.

"The match is over! The winner is Benjamin Tennyson!" he declared with a wave of his hand, bringing the match to an end.

 **[0]**

Ben returned to his normal form in a flash of light and felt a large wave of exhaustion hit him, causing him to fall to his hands and knees from the sudden loss of energy he felt. Azmuth may have protected his mind but that didn't mean he would provide the physical demands of becoming such a powerful demon.

Suddenly the floor beneath him started to fall away. While Riser had his sister there to help him escape the crumbling arena, Ben didn't.

"Oh shit!" he cursed as he fell through the floor and started to plummet towards the rapidly rising ground beneath him. He had no energy left to transform again after that fight or even unfurl his wings.

Just as he thought he would die from impacting the ground below him, he felt himself be intercepted by something soft which he quickly realised was Rias. She had caught him and now held him close to her, her arms wrapped around him in a tight embrace while she rested her cheek against his forehead fondly.

"Hey Rias" he muttered with a weak smile on his face. "I think it's safe to say that your engagement's over. Sorry about that, by the way," he chuckled.

Rias laughed sweetly even as tears continued to flow down her cheeks. She held him closer to her, running her hand through his hair. "It's alright!" she said with a soft, teary chuckle, "You just saved my life! Thank you."

* * *

When they returned to the ground Ben had regained some of his strength back and was able to stand on his own two feet again. They were met by Sona and the rest of Rias' peerage, bar Asia, who praised Ben and congratulated him on his win.

Ben pulled out the piece of paper he had been given by Grayfia and held it up in front of him and was moderately surprised when a creature materialised out from it. It appeared to have the tail, body and back legs of a lion while it had the head and wings of an eagle with talons as its front feet.

"What's that?" he asked looking at the majestic creature in front of him. "It looks like a griffin."

"What a keen eye you've got," Akeno said sweetly. "That is indeed a griffin and I think it's only right that you ride back with Rias, seeing as you saved the day and all."

* * *

As Rias and Ben got on the griffin which then spread it wings wide and took off into the distance, they failed to notice Sirzechs standing on a balcony overlooking them and watching them as they left for the human world.

A small smile could be seen on his lips as he watched them depart. He was impressed with how well his plan had worked out, even when he knew how it would work out in the end.

He sensed his Queen stepping out onto the balcony and approach him until she stood by his side. "Quite an event in my opinion," he said cheerfully as the griffin disappeared into the distance.

Grayfia nodded her head slightly, silently agreeing with his assessment.

"I'm so glad that we didn't have to use that griffin as it was intended for and help them make a quick escape," he noted as he continued to look out across the dark sky.

"Thank goodness it didn't come to that" Grayfia agreed, imitating her King and looking out where the two young devils had headed.

"Thankfully my father and Lord Phenex were able to resolve the matter peacefully. Believe it or not, he actually thanked us for showing his son defeat for the first time in his life. Apparently he had become quite arrogant on account of never suffering such a thing and needed to be taught some humility," he said with a smile. "Still…it's such a shame the wedding had to be cancelled."

Grayfia could hear the sarcasm in his voice and also smiled, turning her head to look at him. "Indeed. It is a shame, truly. You look so torn up because of it," she said, observing his face which said the exact opposite.

"I never would have imagined it; it's nothing short of a miracle that the Red Dragon Emperor would join our side. And if that wasn't enough, the Dragon All-Father Himself has returned to the world as well. I never knew what happened to him when the ceasefire started, but I always wished I could have met him. I admired what he stood for and regret I wasn't able to witness him in his prime; I imagine it must have been a sight to behold."

"With the awakening of the Red Dragon, I can't imagine it will be too long before the White Dragon makes itself known also," Grayfia added formally.

"I believe you're right, Grayfia," Sirzechs agreed before chuckling lightly. "I wish I could be there when all three of them are brought together once again, like one big happy family."

He turned his back from the balcony and started to make his way back inside, Grayfia following in his wake. "Big changes are on the horizon, Grayfia," he said confidently. "I can feel it. Who knows what'll happen."

* * *

As the griffin made its way slowly across the Underworld sky, Ben was observing the land below them and taking in the sights eagerly. He had never seen the Underworld proper before and was intrigued to see more of the land where his demon forms had originally come from.

He was brought out of his observations when he felt Rias press a hand on his cheek softly. He turned to look at her and saw that she had a sad smile on her face.

"Such a silly boy," she said as she placed her hand on his left arm. He followed her gaze to see the gauntlet which now replaced his arm when he made his deal with Azmuth. Now that he was looking at it properly he noticed how, while it appeared no different than when he summoned it normally, his elbow and upper arm were now a completely different story. Instead of its normal appearance, his upper arm now seemed to be partially covered by rough, charred skin with scattered spots which had emerald green scales emerging from them. At first glance it looked as though he could tear his normal skin off to reveal a complete dragon arm underneath it.

Rias placed a hand on his arm and stroked it gently. "You gave up your arm just for me. You shouldn't have done that," she scolded with nothing but concern in her voice.

"Hey," he said softly, attracting her attention as she looked back up at him. "I made a promise that I would protect you from that dick and I stick to my promises," he said warmly with a soft, comforting smile.

"I still don't think it was worth your arm. You may have stopped this engagement but there will undoubtedly be more in the future," Rias said sadly, looking back down at the gauntlet fused to his skin.

"So?" Ben replied simply. She looked up at him as he stared at her. "If it happens again I'll simply give up my other arm if I must, or a leg. I don't care as long as you're happy. I won't rest until you find someone you love and want to be with. You saved my life, so it's the very least I can do to make your dream come true…."

Ben was interrupted when Rias took hold of his face in her hands, pulling his head towards her and kissed him softly.

Ben was caught completely off guard by her sudden action and felt his face heating up incredibly quickly. Her lips were so soft and while the kiss wasn't a passionate one, it still caused steam to escape from his ears as he felt his mind go into overdrive.

When she eventually broke apart from their kiss, though still holding his face in her hands, she looked at him to see his blank stare and chuckled at his reaction to her kiss. She thought it was rather cute.

"You know, that was my first kiss. It's something that's very important for a young woman, don't you agree?"

Ben's brain was still racing like mad and he didn't reply for a few seconds. It wasn't long, however, before he realised what Rias just said and his blush only intensified. "I-Is that so?" he stuttered nervously, unable to formulate any other words in his current state. "W-Was it okay?" he asked nervously.

Rias put a finger to the corner of her mouth, appearing as though she was thinking about it deeply for a moment before her smile turned sly and she wrapped her arms around his neck again and held him close. "I don't know. I don't have anything to compare it too, remember?"

Ben was silent for a moment before he quickly spotted his mistake. "Oh yeah! That's right," he said quietly, embarrassed with himself.

Rias giggled at his nervousness and rested her head against his forehead. "I liked it though," she teased, pressing her soft hand against his chest.

"I have made a decision," she declared after a moment of silence.

"What decision is that then?" Ben asked warily, unsure of where Rias was going with this.

"I have decided to move in with you…unless you have a problem with that?" she said with a cute pout.

Ben was stunned for a moment before he could put words into his mouth. "No…no, I don't have a problem with that," he spluttered a bit too quickly for his liking.

"Excellent" Rias said cheerfully as she tightened her grip on him and enjoyed his company as they returned home.

Ben's mind was racing from Rias' declaration. _'What have I just subjected myself to now?'_ he thought, trying to imagine how his parents would react to this piece of news.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: Before I talk about my chapter and everything else, I just wanted to tell you all how excited I am now that it has been confirmed that there's going to be a fourth season of DxD! I have been waiting impatiently for this piece of news now and can't wait for it to come out.**

 **Well there you go. Hope the fight was epic enough for everyone. I always wanted to have my character make an epic entrance to the party as well as an epic fight against Riser. I didn't originally plan to use Swampfire in the final fight but couldn't resist when I remembered his regeneration powers. I wanted to turn Riser's own regenerative abilities against him and making him fight something which had the exact power that his family was famous for seemed right if you know what I mean.**

 **Reviews:**

 **Magical fan18: I'm glad you liked the chapter. I am unfamiliar with the scene you are talking about but I'm glad you found it funny. I was chuckling to myself at how the scene played out myself. I hope the fight between Ben and Riser was epic enough for you.**

 **Ultimatrix bearer: I couldn't bring myself to write Rath in any other way than the canon version, not even if I wanted to. He's perfect the way he is in my opinion. Hope this chapter justified the outcome of the Rating Game**

 **Treyalexander63917: I have absolutely no idea! He's such a 'deus ex' type character in my eyes and I might not include him at all. I've been discussing the issue with my beta reader and have come up with some ideas that involve what I have planned for my own spin on the DxD universe.**

 **I'll try and find a way to include him, even if it means I have to change him slightly to suit my needs.**

 **Guest: I'm glad you're enjoying the story and I really appreciate you taking the time to let me know. It's reviews like this that encourage me to continue writing to the best of my ability. Hope you like the chapter.**

 **Listohain: I'm sorry the story isn't to your liking and, while it's not the kind of reviews most author's like, I appreciate you letting me know. I did ask for people to let me know what their thoughts on my story were and I thank you for that.**

 **If you don't want to continue reading my story then I'm sorry for that. I understand that it's not going to be to everyone's liking and accept that.**

 **. . . . .**

 **Now, as I said at the beginning of this chapter there's something I would like to make you all aware of now that I've finished the first anime arcs.**

 **I am going to leave my story for the rest of December. There is reason to my madness but I just wanted to let all my fans know that I WILL be continuing to write my story for everyone to read. Have no fear about that. The reasons I'm doing this are:**

 **1\. I want to enjoy the holiday after an exhausting term back at university. It has been hectic; I tell you not. If I were to continue writing during December, I fear it would be of a reduced quality which I would be unhappy with and wouldn't want to release to you all when I know I can do better.**

 **2\. The second reason is because, now that I'm moving onto the Excalibur arc next, I am going to make a start on introducing you all to the original arc I am working which will spin throughout the next foreseeable arcs and making itself known every now and then. I will be using the holidays to get my ideas together on the best way I can do that and make sure I don't give away the identity of the big enemy which I can confirm WILL be replacing Trihexa (666) as the big bad enemy in the original story. That includes coming up with a new history to the DxD universe and ways to include him into the main story.**

 **3\. As I progress through the main story I will be including some material from the light novels as well as the anime. Not a lot but I will be making an effort to incorporate aspects into it along the way which keep it similar to the anime which, for the while at least, will be my main source of inspiration.**

 **Don't let all this dissuade you though. I will release my next chapter on the first Friday in the new year, no matter what's going on with me.**

 **Until next year then, I will leave my story as it is in the hopes that more and more people will start reading it.**

 **Don't forget to leave a REVIEW when you're done ;)**

 **I know it's a bit early…but sod it!**

 **Merry Christmas!**


	13. An old enemy reveals itself

**A/N: Happy New Year everybody!**

 **I hope everybody has been enjoying the first week of 2017.**

 **I will do my usual proper A/N at the end of the chapter where I answer to some of the reviews I have seen.**

 **However, I would like to note beforehand that I have made some changes to the way my story will progress. Firstly, I have decided to make it so a month has passed since the Riser fight so as to make the changes over and done with so as to avoid the cringy moments that I hated in the anime. I know that most people will appreciate this as they too hated those moments in the show.**

 **I also plan to add more ecchi moments throughout my story (another reason why I gave it an M rating). Please bear with me as this will be my first time doing something like this.**

 **Until then, I'll leave it here and let you get on with my new chapter.**

 **As usual, I hope you enjoy it.**

 **(*I don't own Highschool DxD nor Ben 10. They each belong to their relevant owners*)**

 **. . . . . . . . . . . . . . . . . . . .**

In the space between the incalculable number of worlds and dimensions, forever separating them from coming into contact with each other, was the Dimension Gap; a plane of existence which was nothing more than a void, both completely devoid of life and completely incapable of sustaining said life due to the obscene pressure, brought about by the nothingness which the void was composed of, which it applies to keep the plane in check. A plane which had already existed for countless millennia before even the first dimension came to be.

If anything was to be considered the beginning of everything, it was the Dimension Gap.

But even a place as empty and infinite as the Dimension Gap, where time and space are foreign concepts, had a place where the standard of how the Gap worked is altered and vague. In the farthest reaches of the Gap, hidden from anyone who may find themselves in the Gap somehow, and where the Gap's sole resident chose to avoid when they could help it, was a section of void known simply as…The Cage.

While it was only occupied by a single being, it's important to note that the sole occupant was perhaps the most fearsome and destructive beast which has ever existed, or will exist ever, in the whole of creation. So terrifying was this beast's power that it wasn't until a coalition of the Dragon Gods and the young Christian God from the Bible that they were able to cast it out of creation and imprison it within the Dimension Gap after a battle which lasted nigh on 70 millennia.

Thousands upon thousands of complex magical seals were placed on the beast's prison so that it could never again threaten creation in its insatiable desire to return creation into the lifeless void it used to be.

However, while these seals made it so the beast would never escape from the Cage, they never perceived his ability to detach his mind from his body and manifest himself in a humanoid form of pitch blackness that consumed all light which touched it. Nor did they consider that he could still command the shadows to do his bidding; while it was ensured that he would never be able to escape his prison, his scheming shadow apparitions weren't bound by the same restrictions as him and found a way to traverse, undetected by the various seals surrounding the prison, through the Cage, while he couldn't himself, and fulfil their conniving master's will in his desire to enact revenge on those who had sealed him away all those millennia ago.

He was an immortal being and while he detested it, he knew that patience was necessary for him to escape from his prison.

As the physical manifestation of the beast's mind waited for the right moment to strike, one of the shadows it had created materialised beside him and cautiously approached him, barely able to stand being around the dark beast, even though it had been created by the same creature he was approaching. Nevertheless, the spectral being pushed itself forward, towards its master to relay what it had discovered though it didn't dare speak for fear of the repercussions of interrupting its master's silence.

 ** _"What is it?"_** the ethereal manifestation asked slowly, his voice cutting deep into his servant's very being and causing it to cower from the intimidating figure of its master. **_"What reason do you possibly have to justify making your pitiful form known to me?"_**

 **"Master,"** the shadowy creature pleaded fearfully, lying prone on the ground submissively, not daring to look at his master directly in case he angered him further. **"I have completed the task you created me for. I have found Him, my lord."**

The ethereal beast opened its eyes to reveal eyes of light, though it wasn't the kind which comforted those who looked into them. He looked at the pitiful creature and suddenly appeared standing directly above it. **_"And what task was that? You're not the only tool I created. Spit it out before I grow tired and end your meagre existence right now."_**

The creature shivered at the words as they pierced every inch of his body. **"M-My master. I was referring to your order to locate Azmuth, one of the Dragon Gods who sealed your magnificence away and…."**

The spectre was cut off quickly when the shadowy beast suddenly found his fingers locked around its throat, pulling it up into the air, and began to squeeze the life out of it. **_"Be careful what you say, insect. I made clear to all of your insignificant kind that I never want their names uttered in my presence,"_** the beast said darkly.

A few thousand years ago, a miniscule amount of time for something as ancient as him, he had sent out his shadowy minions to find any way to break through the magical seals imprisoning him and return him back to where he belonged and also to seek out information on the status of those who sealed him away in this place. He may have been separated from the flow of time as it is known, but that didn't mean he wasn't attuned to what happened there. He had become intrigued when he sensed the sudden disappearance of the Dragon God of Life. It was one of his many abilities that allowed him to sense the power which emanated from the beings as powerful as the Dragon Gods and certain Gods no matter whether they were in the Gap or in another dimension entirely.

When he found himself unable to sense the accursed Dragon God, Azmuth, he was determined to find out where He went. He knew that Azmuth wasn't dead, nor would he accept it. After everything that He had done to him, he wanted…no _needed_ to know where He was because he was going to be the one to put an end to Him.

As the shadowy being explained what he had found out about Azmuth, the dark figure couldn't help but rear his head back and emit a harrowing laugh. **_"Hahaha! So…he has lost his body too, and dwells in the body of a human no less? Oh how the divine have fallen. I never would have thought that Azmuth would allow himself to be sealed within something that meddlesome Christian God created."_**

He may have been sealed away eons before these puny, fragile ' _human beings'_ were created but he still knew about them and found them hilarious to say the least.

 _'So this is what they managed to achieve in the Dimension I once called home?'_ he thought, his anger growing at the very thought of it, but he was able to keep himself calm…for now. He was so close to being freed from this infernal prison, he could feel it.

 ** _"Well? Is that all you've brought me?"_** he asked his minion darkly, tightening his grip around the spectral figure's throat slightly. **_"I can hardly do anything with this piece of news now, can I?"_**

 **"N-No my…lord,"** the creature gargled as it brought up its hand to the ethereal beast's height and conjured a small orb which pulsated with a fairly bright light every few seconds. The beast took the orb out of its minion's hand and examined it with some intrigue. **"I-I took the…initiative, master, and linked this orb to the mind of the…feeble human within whose body the Dragon God…resides,"** the pitiful creature said through gasps as it struggled against its master's iron grip.

 ** _"And how is that meant to aid me? Huh? This is hardly what I need to break me out of this prison, is it?"_** he retorted angrily, shaking the hand which held the orb in the creature's face. The creature tried to reply but could only release a few gurgled noises from the constriction of its windpipe. The manifestation quickly grew bored of the conversation and completely crushed its throat, causing the shadowy figure to evaporate into nothingness and be absorbed by the void.

 ** _"I can't believe I'm forced to rely on these pathetic things to free myself,"_** he muttered to himself as he turned his back on where his servant had been seconds ago. He looked down and noticed he was still holding onto the small orb. He brought it up to eye level and seriously contemplated crushing the useless thing into dust. As he began to apply pressure to the glass orb, he suddenly stopped as an idea started to form in his head.

He _could_ use this to his advantage! This seemingly insignificant orb could be the key to his entire escape plan. It was the only one he had at the moment. He couldn't do anything with the human vessel right now because of the multitude of seals he was imprisoned by…

 ** _"Hmmm,"_** he mumbled to himself with sinister glee as he began to inspect the orb from a different angle. **_"I can't do much with it as it is, it's far too full of hope, faith and pleasant dreams. But…,"_** he noted the very thin dark lines which flowed through the light of the orb. **_"Perhaps all I need to do is wait for the right moment to make my move. This human's body and soul are changing thanks to Azmuth's influence and power; it's only a matter of time before I can make it work in my favour."_**

 ** _"I can't think of a better way to announce my return to the physical realm. I'll allow this human be for now and let him rise from Azmuth's powerful influence, just before he falls to my majesty!"_**

He let out another dark laugh which resonated throughout his prison as he began to plan the next steps to his escape with glee.

* * *

Ben was stirring in his slumber. He was sleeping on his stomach on something extremely soft. He couldn't tell what it was from his semi-comatose state but he could tell that it was very warm and smelled really nice. He guessed he must have somehow escaped the confines of his duvet and was now lying on top of it with his arms wrapped around it in a warm embrace with it, though that still didn't explain the warmth. He buried his head further into his duvet to get even more comfortable and tightened his embrace of it…and immediately stopped his action when he heard a soft moan come from above him.

His eyes slowly opened to come face to face with a curtain of crimson hair which covered his field of vision. He almost didn't recognise it as crimson hair in his groggy, early morning state. At first glance, he thought it was simply the crimson rays of sunlight entering his room, signifying the new light of a brand new day, but that idea quickly disintegrated when he noted the 'rays' rising and falling gently on top of a mound of his duvet; only it wasn't his duvet as he quickly realised.

His eyes widened slightly and released a light sigh as his eyes focused on the sight of the lone, exposed nipple in front of him. He quickly deduced that his head was parked in between a pair of large breasts and he knew of only one person who would let him do such a thing.

He slowly allowed his gaze to travel upwards along the soft mounds of flesh, along the lengths of crimson hair, until it reached the source of the moan he heard a few seconds ago; Rias Gremory, the heiress of the House of Gremory. His gaze landed on her entrancing eyes as she stared back at him with a sly smile on her lips.

"Good morning, Ben," she said in a slightly exasperated voice as she slowly wrapped her arms around his back, one hand running through his hair, and held him close to her bare chest. "I must say, I never knew you were this forward…not that I'm complaining though."

Ben was confused at Rias' words and was about to ask her what she was talking about when his brain finally started working again and he realised _exactly_ what the beautiful Devil was talking about. Somehow, during his slumber, he had stirred in his sleep and had ended up lying right on top of her. He slept without a shirt on and could feel her body heat pressed against his exposed skin almost burning him with the intensity of it.

He had also unconsciously snaked his arms to wrap himself around her waist with his arms and pressed his palms against Rias' soft, flawless back and found that, when he tried to move his arms to get free, he couldn't remove them from underneath the buxom woman, no matter how hard he tried.

Rias felt his struggle and tightened her own grip on her favourite servant, unwilling to let him go just yet. "Hey, I didn't say you could go," she teased mercilessly, taking it a step further by wrapping her legs around his to prevent his escape and returned to running her hand through his hair affectionately as she held him close to her.

Ben struggled for a few seconds before conceding that he wouldn't escape until she let him go, whenever that was, and took a deep breath; his breath tickling Rias and causing her to let out a soft giggle at the pleasant sensation. "Good morning Rias," he muttered with a sigh as he rested his head against her chest.

It had been nearly a whole month since the Riser incident and almost a whole month since Rias had announced that she would be moving into his house. In that month, Ben's life had taken yet another drastic change when he was introduced to Rias' sleeping preferences. Whilst his mother had prepared a bedroom for the crimson-haired heiress, Rias had opted to sleeping in Ben's bed instead, using him as a hug pillow, or in today's case it was the other way round.

"You truly are a lewd beast, aren't you?" Rias asked teasingly as she looked down at the young devil on top of her.

Ben sighed internally at Rias' teasing. This was yet another thing that he had quickly grown accustomed to when Rias moved in. As well as sleeping in the same bed as him, Rias had also taken to teasing him mercilessly whenever she got the opportunity though he didn't mind that much.

With another sigh, which again caused Rias to giggle cutely as his hot breath brushed against her skin, Ben tried to roll onto his back in an attempt to disentangle himself from Rias' embrace. While he did indeed succeed in rolling off of her chest, he failed to anticipate Rias seeing through his action and tensed her limbs as he rolled off her and simply ended up swapping their positions so that Rias was now lying on top of him instead of under him.

It was at this point that Ben realised that their groins were pressed against each other whilst he recalled that Rias preferred to sleep completely naked. Whilst he wasn't stupid enough to miss Rias' acts of affection towards him, he did, however, feel like it was neither the time nor place for them to go any further. In addition to this, Ben knew that neither of them were ready to take that next step just yet…if that's what Rias even _wanted_. When he noted that Rias wasn't planning on releasing him any time soon he let his arms go limp and fall to his sides as he looked up into Rias' mesmerising blue eyes.

"I can't let you go just yet," Rias said teasingly as she looked down at him with a sly smile on her face as she stroked his hair affectionately. "You make the absolute best hug pillow ever. I just want to stay in bed with you all day and keep you close to me."

Ben couldn't help it when he felt his cheeks reddening slightly at Rias' seductive tone of voice. Despite living with the sexy devil for over a month now he was still not completely used to her forwardness nor her frequent flirting. He was brought out of his thoughts when he felt something warm press against his forehead and glanced upwards to see Rias resting her forehead against his own, her eyes only a few centimetres away from him and a sexy smile on her lips.

"You know Ben; we've still got some time before we have to get up. Do you think something sexy could happen in that time?" she asked seductively and brought her lips down to his lips and give him a passionate kiss before he had a chance to reply to her question.

While this was hardly the first time she had kissed him since his victory over Riser and her decision to move in, Ben still felt his mind go blank from it. It may not have been an overly passionate kiss but it still had the same effect on him in that his cheeks reddened even more so and he couldn't concentrate on anything else while his lips were pressed up against hers. The only thoughts which swirled around in his head were the ones that noted how soft her lips were and how good she smelled.

After what felt like an eternity for him, Rias broke the kiss and pulled her head back so that she was staring down at him again, her smile growing even more sultry than before.

"Do you want to come at me?" she asked seductively, taking immense pleasure in how red she could still make Ben's face turn and let out a small, sultry gasp when she felt Ben's clear 'loss of control' start pressing against her groin. Rias seemed to have made this into one of her normal morning rituals, much to both Ben's pleasure and embarrassment. Every morning when they were alone Rias would use every tool at her disposal to break Ben's concentration and result in what just happened.

She took a deep breath as she cupped Ben's left cheek softly with her right hand. "Your body seems to be speaking for you," she muttered in a sultry tone, teasing him mercilessly and giggling lightly at Ben's flustered look. "I find it simply adorable how much you try to restrain yourself around me. You don't need to be you know? I'm willing to do _anything_ if it will make you happy," she said as she propped herself up by her elbows and held his face in her hands.

Before Ben could utter a single syllable in response to Rias' teasing he was interrupted when he heard the creak of his bedroom door opening and just hoped to the Devil Kings that it wasn't his mother coming in to rouse him for school. That was the last thing he needed for his morning.

Thankfully it wasn't his mother who had entered his room….

…It was, on the other hand, much worse than his mother.

"No fair, Rias!" he heard Asia exclaim cutely as she stared at their intimate position on his bed.

After only about three days of the new sleeping arrangements being put into effect, Asia had evidently had enough of being left out and had outright demanded that Rias let her sleep with Ben as well, though Ben couldn't help but notice how red her face was when she was making the demand. This had resulted in an 'argument' between the crimson-haired devil and blonde-haired ex-nun as to what the sleeping arrangements would be. He had debated with himself whether or not he should step in and tell them his own opinion on the matter but quickly decided against it when he saw how determined the two of them were. The 'argument' eventually ended with the decision that they would both sleep with Ben, using an arm each as a pillow.

With her standing in the doorway and not beside him he assumed she must have gone to the bathroom after waking up. That must have been what stirred him from his slumber in the first place. His hypothesis was made stronger by the fact that Asia was currently clad in her pale blue nightie. The reason he came to this conclusion was because not long after the agreement was made between the two women in his room, Asia had adopted Rias' sleeping attire, that being her birthday suit.

"No fair!" Asia repeated as she rushed into the room and wrapped her own arms around Ben's neck as Rias pushed herself up so that she was straddling Ben's waist and looking at Asia with a victorious smirk on her face. "I leave for a moment and you're already all over him! I want to spend time with him too," she exclaimed indignantly as tightened her grip on him.

Ben could understand her poorly contained jealousy whenever she saw Rias and Ben together like she found them. He wasn't stupid enough to miss that she had clearly developed feelings for him some time ago, before Rias even moved in and enjoyed being able to walk to school with him where it was just the two of them and have him all to herself. However, that had all changed when Rias moved in with her intentions for Ben made abundantly clear to the young Bishop. She understandably didn't like the fact that there was another woman who was interested in him besides her, and it certainly didn't help with the fact that the person happened to be a smoking hot Devil by the name of Rias Gremory who had a chest that the poor girl could only dream of. This didn't dissuade her, however, as she only intensified her claims on Ben and was growing more and more confident in arguing with Rias when it came to him.

Rias placed her hands on Ben's bare chest and stared at Asia triumphantly. "It's not my fault that Ben can't help himself in his sleep and keep his hands off me."

Asia only whined despondently in response and rested her cheek against Ben's in frustration at missing out on the warmth she felt whenever she embraced him. "It's not fair! He's _my_ Ben just as much as yours."

Ben sighed to himself and scratched his left cheek with his hand as he watched the two beauties fighting over him. Yet another regular morning sight. As he watched them, it suddenly occurred to him that, not even a month ago, he'd be extremely nervous around such beautiful women like the two before him now. Even though they were his friends in the ORC, he couldn't handle it when they were particularly forward with him and would just barely be able to hold a conversation with them.

He couldn't explain how this apparent change had come about but he was hardly complaining with what was happening to him at the moment.

He continued to watch the two devils argue over him and was just wondering about how he was going to resolve this one as peacefully as possible when his alarm clock came to his rescue and began announcing that it was 5AM.

"Calm down you two," he groaned as he reached over and switched off the ear-piercing noise of his clock. "We need to get up for our morning training. That means you too Rias; it was _your_ idea after all."

Rias pouted adorably and traced small circles along his exposed chest with her index finger. "You're so mean, Ben," she pouted. "You go and get me so excited this morning and now you're just going to leave me wanting more? You're such a tease."

"Yeah yeah," he replied as calmly as he could while his body was aiming to do exactly the opposite. Rias' flirtatious attitude along with her pout and the small circles she was drawing on his chest was causing his heart to beat a lot faster. He just hoped that Rias couldn't sense this.

It seemed like she didn't, thankfully, as she reluctantly got off him. "Fine. I guess I've got no choice," she sighed as she began to get dressed into her gym clothes. Asia gave Ben's neck a quick squeeze before joining Rias and getting dressed for the training session before them.

Ben ran his hand down his face as he prepared himself for yet another morning and rose out of bed to join the two girls in getting dressed.

* * *

(Two hours later)

Once they had finished with their daily morning training session the three of them returned home to get washed of the sweat from their routine and dressed for school. Once they were all dressed for school they found themselves sitting at the family dinner table with Ben's parents who were currently complimenting the young heiress for the breakfast she had prepared for everyone.

Ben was sometimes still amazed at how little trouble they had when Rias returned to his house to ask his parents if she could live with them. With the speed at which they agreed to her request, he was certain that Rias had put the both of them under her memory-alteration spell to get them to agree to her request and was shocked when she revealed that she hadn't.

A few days after she moved in, Ben was steadily growing more suspicious of his parents for their reason to allow Rias to stay in their house. The only theory he could go with was that they were being extremely kind to her because she was the daughter of his dad's boss and was certain of this with how often they would complement her with nearly everything she did. However, this idea faltered in his mind as they seemed to grow more and more attached to the young Gremory, ignoring her family status; something he knew Rias would be extremely grateful for.

Rias wasn't stuck-up with her title as other Devils Ben was somewhat familiar with were. Riser Phenex immediately came to mind. Despite his mother's constant mothering and insistence that Rias was a guest and didn't need to do house chores, Rias was absolutely adamant in helping out around the house just like everyone else. The meal before them was one such example.

"This is so good!" his dad exclaimed as he practically wolfed down the breakfast that had been prepared for everyone.

"I know," Ben's mother agreed as she ate the food in a more civilised way than her husband. "I can never get traditional recipes to taste right, no matter how hard I try. This is delicious!"

"Why thank you," Rias said with a warm smile from the other side of the table where she sat right next to Ben. "It's the very least I can do to thank you for allowing me to stay here in your home."

"Nonsense, sweetie," Sandra exclaimed kindly as she placed her empty bowl down on the table. "You do so much around the house even though you are our guest." She then turned her attention to Asia. "You too Asia. I can't thank you two enough for all the help you give me. Before you two came here, I was forced to use these two idiots to help out around here. I'm surprised that the house is still standing with them helping."

Ben and his dad let out mild cries of indignation at the way she was talking about them but they knew she didn't mean anything by it as they started grumbling while the girls giggled at their exaggerated grumbling.

"I'm not that bad," his dad muttered as he stared at his wife indignantly. "I've gotten much better now that I finish work at a regular hour now. It's pretty strange about that anyway; they just came up to me and told me about my new schedule. At first I thought they were demoting me, but I get the same pay as before for more reliable hours."

"Yes dear, very strange," Ben's mother said with a sigh, casting a quick glance at Rias who avoided their gaze but couldn't quite hide the small smile which appeared on her face for a moment before quickly disappearing. Ben saw the smile out of the corner of his eye and knew that Rias had had something to do with this unexpected development just like his mum, even if his dad was completely oblivious about it.

Ben firmly believed that the reason his mum never called her out on it was because she didn't want to both potentially embarrass Rias and to enjoy knowing something that her loving husband was clueless about.

"Mother. Is it alright if we hold our club meeting here tonight? The clubroom is going through its annual clean and we have nowhere to go on such short notice" Rias asked politely as she placed her empty bowl on the table.

The fact that neither of his parents were fussed about the way Rias and Asia both called them 'mum and dad' was yet another thing that amazed Ben with this new chapter in his life. To say he was shocked when Rias and Asia revealed it was actually his mother's request that they call them as such was an understatement. When they first moved in he had, at first, thought that his parents would be somewhat strict about the living arrangements with him and the two beauties living and sleeping with him, but he couldn't be more wrong. He had a strong feeling that it was their way of telling him that they wanted him to make sure he didn't mess things up with them.

They didn't even seem to mind about their sleeping arrangements except his dad though Ben could tell that it was mainly due to him being jealous of his son for catching the eye of such attractive young women. He quickly learnt however to keep such thoughts between himself and Ben for fear of the wrath of his wife who didn't approve of the way his perverted mind worked. His mother, on the other hand, seemed to have no quarrel with the arrangement though she did take Ben to the side to perform her 'essential' motherly duty to give him 'the Talk' that every child fears receiving from their parents.

Ben shuddered at the mere memory of such a horrible event. Sometimes immortality was a curse when it meant being stuck with such traumatic memories forever.

"Why certainly Rias. I can make some snacks for you if you want," Sandra replied kindly as she collected everyone else's bowl after seeing they were all empty.

"I'd hate to be a bother," Rias declared politely.

"It's not an issue at all, Rias," Sandra insisted kindly. "It's the least I can do to thank you for all the help you do around the house. Your cooking skill is exceptional, as is Asia's. I don't know how we have survived without you two with us."

Asia's cheeks reddened at Sandra's kind words. "It's not a big deal. It's my pleasure, mother. Thank you for taking care of us," she said with an embarrassed smile.

It wasn't long after this that the trio of Devils bid their goodbyes and left the house, in the direction of school. The journey was pretty uneventful; if you exclude the 'fierce' battle Rias and Asia engaged in to get Ben's affection focused on them that is. In the end, they wordlessly declared a ceasefire and each took hold of Ben's arms and held them close to their chests, right between their breasts.

Ben had gotten over the shocked gasps and angry cursing he received from the student body (particularly the male part) when they arrived at the school gates. In the early days of their living arrangement, Ben had tried to reason with the two girls attached to his arms before they reached school about arriving separately so as to not attract unneeded attention but neither of them would hear about it and simply took a tighter hold of his arms to prevent him from getting away. This resulted with virtually everyone in the entire school being made aware that Ben was in a relationship with not only the beautiful, blonde, foreign transfer student, but also Rias Gremory, one of Kuoh Academy's 'Two Great Ladies'.

Rias detached herself from Ben's arm once they entered the school atrium and, after giving him another kiss on the cheek, departed to find her own classroom on the other side of the school. This left Ben and Asia to make their way to their own classroom in the opposite direction. Asia had thankfully decided to let go of his arm just before they entered their classroom where Ben took his usual seat by the window while Asia was swamped by the other girls in their class who she had become good friends with in the short time she had been there.

The teacher returned to the class a few minutes later to begin the lesson and, after what seemed like ages to Ben, the bell finally rang out to break up the classes for lunch. Ben remained in his seat, like many of the other students, and made his way through the two lunchboxes he had in front of him.

Once again, this was another thing that constantly got Asia and Rias into 'heated' debates. They would each declare that they would make a lunch for Ben before arguing over which one he would eat. Thankfully, for him, the argument was broken up after he defused the situation by saying he would happily eat both of the lunches. This calmed both young women down and they quickly forgot about the argument a few moments later.

"So, Asia. What's it like living at Ben's house?" a female voice called out from Asia's direction.

Ben looked over at Asia to see her approaching him and grimaced internally when he recognised the girl next to her.

Aika Kiryuu.

She was one of Asia's new friends in school, excluding those in the Occult Research Club of course, but she just happened to be a pervert on the same level as the Perverted Duo. The only difference between her and the two of them was that she was smart as well as perverted. A deadly combination and not a very good mix. She can quite easily get into the heads of anyone she wanted to torment and for some reason, that made Ben number one on her black list.

"It's fine. His parents take good care of me and Ben is very kind and helpful," Asia said sweetly, casting a cute smile in Ben's direction as she said this.

Kiryuu smiles sinisterly and Ben can instantly tell that she has thought of a way to torment the two of them further. His suspicions were proven when he saw the glint on the edge of her thick spectacles as she pushed them back up her nose.

"Sooooo, is what I heard true then?" she asked in a dangerously familiar tone as they reached Ben's desk. "That you and your _boyfriend_ have 'relations' every night?" she asked in a sultry tone with the intent of embarrassing the two of them clear to anyone who knew her and knew she would always succeed with Asia.

"W-w-w-w-what do you mean b-b-boyfriend?!" Asia flustered uncontrollably, waving her hands in front of her desperately.

Ben sighed and leant back in his chair. He resolutely refused to fall for her taunts and teases and always tried his best to avoid falling for her clever traps.

"I don't know what kind of idea you think you have about me, Kiryuu, but that's not who I am. I have never taken advantage of Asia like that nor will I ever," he said pointedly as he stared at Kiryuu though she wasn't fazed by his glare like most people were.

"It's just a rumour. I take it it's not true then?" she asked, feigning innocence.

"No it isn't," he confirmed in a bored tone before turning to see Matsuda and Motohama glaring daggers at him from across the classroom. "And neither am I blackmailing Rias and Akeno into ravaging them in the night, taking Koneko's prepubescent body by force, nor am I in a relationship with Kiba," he said firmly to the two of them before pointing at them. "Don't think that I don't know it's you two spreading those rumours around the school. Maybe you two should be less occupied with spreading rumours and more concerned with your unhealthy peeping habit. Need I remind of the last time you were caught?"

The two perverts visibly gulped as the vivid memory of their last encounter with the mysterious 'Kuoh Knight' ran through their heads and hid behind their textbooks, avoiding his glare and pretending they were invisible.

"That's what I thought," Ben muttered as he continued to glare at them intently.

BA-DUM!

A painful spasm ran up Ben's left arm and caused him to unconsciously tense his hand because of it. Unfortunately, his left hand was gripping the side of his desk and, because of his enhanced strength, he easily splintered the side of his desk though thankfully nobody saw him do this.

He quickly stood up, his right hand covering his left which was clenched into a fist and held close to his chest and made to leave the classroom. "I'll be back. There's something I've got to take care of."

Asia looked at him, a question on her lips but Ben simply gestured to his hand in the hopes that the simple gesture was enough to let her know what was going on. Thankfully she seemed to understand what he was trying to tell her and her stare turned into one of concern.

Kiryuu turned back to look at him with confusion. "Where are you going?" she asked.

"It's none of your business, you pervy wench," Ben retorted as he strode past her and Asia and left the classroom. As he left the classroom, he could hear Kiryuu turn her attention back to embarrassing Asia which wasn't a difficult task thanks to Asia's innocent nature.

As he made his way down the corridor he pulled out his phone and called the one person who could help him. Fortunately for him, she answered after only a few rings and he explained the situation to her before proceeding to ask for her help. Even though she agreed to help him almost immediately after he asked for it, Ben couldn't help but sense that he was going to regret asking for her help in the end.

He made his way to the clubroom where they had agreed to meet up but couldn't see her as he entered the room, closing the doors behind him.

"Hello," he asked loudly to the empty room. "Is there anyone here?"

No sooner had he said this that the door to the adjoining bathroom opened as Akeno stepped. Upon seeing her, Ben's eyes widened in shock and his breath got caught in his throat at the sight before him.

Except for an extremely thin and short bathrobe which she was wearing, Akeno was completely naked with the last few droplets of water from her time in the shower forcing the robe to cling to her body in all the right places, emphasising all her alluring curves.

"Hello Ben," Akeno said innocently as she approached Ben who was rooted where he stood. Ben could have sworn that she was swaying her hips a bit more than usual as she approached him. "I didn't expect you to get here so quickly."

"I can leave while you get changed," Ben stated as he reached behind him in search of the handle.

Akeno shook her head slightly, her sultry smile remaining on her face. "Nonsense. I just got out of the shower and it sounds like your Dragon arm is causing you pain and we can't have that now, can we?"

Before he could counter her reasoning, she strode up to him and took hold of his arm which she gently pulled away from the door and escorted him to the nearby sofa where she sat him down.

"Did I come at a bad time?" Ben asked as he stared up at Akeno's scantily-clad form.

Akeno chuckled cutely and placed her hands on his knees and leant in close to him, her smile turning even more sultry as she stared at him, separated by only a few inches. "Fufufu. It's true I was only able to have a quick shower, but we need to get that dragon energy out of you as quickly as possible."

"Sorry to trouble you with this," Ben apologised, gesturing to his arm.

"Not at all." Akeno waved off his apology with a wave of her hand and straddled his thighs. Ben's cheeks reddened at the suggestive position they were both in even though Akeno was acting as though there wasn't anything strange about it, but the salacious smile she wore on her face told a different story. "I'm willing to do anything to help out my poor junior."

Unfortunately for Ben, Akeno was not only a bigger tease than his classmate, Kiryuu would ever be, but she knew it and took great pleasure in watching her 'victims' squirm under her sadistic tendencies.

Akeno took Ben's left arm in both of hers and began to gently run her hands over it. He couldn't help but notice how soft her hands were and found himself struggling to keep calm as she brought his hand close to her mouth.

Without saying another word to him, Akeno took Ben's index finger and placed it in her mouth where she began to suck on it to draw out the excess energy in his arm. Even though this was the only way for him to keep his arm normal, it was only a temporary measure at best until the energy simply built up again.

Akeno didn't seem to mind about this though as she wrapped her lips tightly around his finger and began to suck on his finger with even more force. Ben's breathing became ragged as he felt her moist tongue wrap around his finger and begin to lick his finger as well.

While Akeno quietly moaned as she immersed herself in her 'arduous' task, Ben had to cover his mouth with his right hand to prevent the low moan which he could feel doing its very best to escape his mouth. Akeno saw this and suddenly increased the intensity in which she was sucking his finger.

It certainly wasn't helping his situation when she was looking up at him with an extremely seductive look. That erotic look combined with the way she was straddling him, the low moans escaping her mouth, and the way her bathrobe hugged her extremely curvaceous figure was simply too much for him and he eventually let out a moan of ecstasy from behind his hand.

Even with her mouth wrapped around his finger, Ben could tell that she was smiling at succeeding at making him let out such a noise. She ceased her tormenting and released his finger, though not without licking it once more with her energetic tongue and licking her lips as he brought his hand back. He could still feel the warmth of the insides of her mouth on his now saliva-coated finger.

"Honestly," she muttered with false innocence. "It's just a simple procedure to drain the energy in your arm. It just makes me want to taunt you even more if you react like this."

"You're…evil…you know that?" Ben gasped through heavy breaths as he leant back against the sofa.

Her extremely seductive look never left her face as she leant forward against his chest, her large breasts squashed against him. She leant in close until her mouth was dangerously close to his ear. Ben took in another deep breath as he felt her breathing against his skin.

"You may not know this but I have a huge crush on this cute guy and he's totally clueless."

Ben was unable to respond as all his attention had been diverted to keeping certain parts of his anatomy under control. It wasn't helpful when the seductive Devil wrapped her arms around him and pressed her damp breasts against his chest even more so than before.

As she moved closer to him, she brought her waist up along his leg and a sudden thought came to his mind.

"You don't seem to be wearing anything under your robes," he noted through controlled breaths so as to avoid giving her the pleasure of leaving him speechless; something she frequently tried to do every time she performed this ritual of theirs.

"Of course not. Au naturel is part of the ceremony," Akeno muttered seductively, taking great pleasure when she saw him gulping at her revelation and shuddered slightly.

She picked up his left hand and held it in hers with her own silky smooth fingers as she played with his fingers. "We sure are in a unique situation, aren't we? If I make a move on you, Rias will undoubtedly get jealous…and we both know how she gets when she's upset. We'll just have to stand on ceremony…for now anyway," she purred as she licked his hand from palm to fingertips with her wet tongue.

The beautiful temptress giggled as Ben released another low moan at her actions and slowly pulled away from him, a faint trail of saliva connecting her mouth to his palm. She wiped her mouth and looked down at Ben who practically had steam coming out of his ears as he stared blankly past her.

"Do you remember your battle with Riser?" she asked as she stood up and sat on the arm of the sofa on Ben's left and stared at him.

Ben blinked as his brain started working again and looked up at her. "Yeah, why?" he asked as he clenched his left hand to return feeling to it.

"You were the very definition of manliness in that fight. No matter how many times you were knocked down, you kept getting right back up. The way you gate-crashed the party to save Rias; it was…impressive. You even beat Riser by using his own powers against him." She reached over and traced a faint circle with her index finger along his chest which caused him to shudder slightly at her touch.

"Could this be love I wonder?" she murmured quietly as she continued to trace circles on his chest. Ben was so lost by her 'treatment' that he failed to catch what she said, even with his enhanced hearing.

They were suddenly interrupted by the sound of the school bell ringing in the distance to signal the end of the lunch period. Akeno stood from her spot and made to get changed back into her school clothes. "We should do this again sometime," she purred in his ear again before disappearing round the corner and back into the shower and letting Ben come back to his senses and leave the clubroom and head back to class.

* * *

(After school)

Ben was walking beside Asia as they slowly made their way home where the club meeting was being held for tonight when his phone started to vibrate in his pocket. He pulled it out and answered it once he saw who was calling him. A few weeks ago had seen Ben get his first official regular client…and it wasn't a crazy one which was a major bonus in Ben's opinion.

He still shuddered when he recalled his first contract with Milton. It wasn't a good memory, that's for sure.

Once he had agreed to meet up with the client, he hung up and told Asia that he wouldn't be able to walk with her all the way home. She understood and said that she would tell Rias for him when she got home and Ben thanked her for it. He waved goodbye to her and turned off down a side road to the blocs of apartments where his client was located.

He made his way up to the correct door and rang the doorbell. As he waited for his client, he looked out at the bright sun which still hung in the sky and thought back on how much his life had changed in little over a month.

He had been killed by the first person he had gone out on a date with, been resurrected by a smoking hot woman who turned out to be the sister of one of the four Devil Kings, had his eyes opened wide to the fact that the supernatural world was real, and found out that he has the souls of a Dragon God as well as _the_ Welsh Dragon sealed inside special gauntlets which he wielded.

 _'I sure have come a long way,'_ he thought as he heard the door behind him open.

He turned around to see a middle-aged man, though he looked as though he was just entering that bracket, with an untidy mop of short black hair with a short blonde fringe over his forehead. As always when he summoned Ben, the client wore a simple brown dressing gown as he leant against the door frame. "I must admit I was surprised when you rang the doorbell," he said suavely as he took a sip out of his gin glass. "Did the magic teleport break or something?" he asked with a chuckle.

"Har, har," Ben retorted sarcastically. "I didn't know you were such a comedian. If you must know, I've just come from school. You don't usually call this early, what's up?"

The client shrugged his shoulders. "No reason. I had nothing going on and I was bored; simple as that." He stepped back into his apartment, gesturing for Ben to follow. "Well come on then. Maybe this time I can tempt you with some sake?"

"Yes I'm sure. I may not be bound by human laws, but I doubt my parents would be happy with me drinking with a strange man."

"I've summoned you seven times already; I hardly think I still count as a stranger," he replied as they entered his living room.

"I never said you were a stranger," Ben replied before a smile appeared on his lips. "But that doesn't mean you're still not a strange person in general."

The client laughed very sarcastically. "Har, har. Now look who's the comedian."

Ben joined in with his chuckling as he sat down on the nearest sofa, leant back, and looked around the apartment, admiring the décor choices of his client as usual. He had come to the conclusion the first time he had visited that his client must be a particularly wealthy person to be able to afford the style of decorations adorning his walls.

The client soon returned from his trip to the kitchen with a small tray with a bottle of sake for him and a glass of water for Ben. He sat down on a chair next to Ben and they proceeded to do what they always do when Ben is summoned; talk about nothing. Ben had been somewhat surprised by the simple request but had decided to not complain and fulfilled the request. Ever since that first night, Ben would be summoned fairly regularly to come by his client's place, sit down with as he was doing, and just talk. They didn't talk about a particular topic during these meetings and would just talk about each other's lives most of the time. Ben would talk about his upbringing and how he came to find himself and his family living in Japan. His client, on the other hand, would talk about his own life and some of the things he had encountered.

The two of them enjoyed each other's company as they lost track of time with their discussion, only realising it when Ben spotted the time from the small clock hanging on the wall.

"Oh damn," he muttered as he rose out of the comfortable chair. "I'm sorry about this but I have to start heading back. I promised my master that I'd be back in time for the meeting to start…which is in around ten minutes."

His client grumbled as he rose out of the chair too. "That's a shame. It sounds like your master is a real slave driver."

"She's not that bad," Ben said as he picked up his schoolbag and made his way to the front door. "She's certainly not as strict as other Devils I've met in the short time I've been one myself. She's smoking hot too, so that's a bonus."

"You're such a lucky guy; you know that right?" the client called out as he followed Ben to the front door. "I can't tell you the number of guys who would want to be ordered around by such a woman."

When they reached the door, Ben was handed a small sculpture which he placed into his bag as payment for the contract being completed. Ben had been shocked the first time he had received such a payment from his rich client; an original painting by Van Gogh himself! He had tried to reject the payment but had been quickly forced through the power of persuasion to accept the payment. Since then, he had restrained himself from complaining about the payments he received for his visits.

Ben legged it as fast as he could down the street back home until he reached his house a few minutes later. He entered his house and quickly made his way up the stairs, two steps at a time, until he reached his bedroom where he heard the familiar voices of his friends coming from within. He looked at his watch and winced internally when he saw that he was five minutes late. Knowing Rias, she would pretend to not mind but he would regret it later in some not-so-subtle way.

 _'Perhaps the payment from this last contract will appease her,'_ Ben thought as he pushed the door open to reveal the rest of the ORC already discussing business.

The first thing he noticed when he stepped into the room was that Rias was already sporting that look of hers as she turned towards him. He waved his hands in front of him in a placating manner. "I know I'm late and I'm really sorry. I just lost track of time with the client." He reached into his bag and brought out the sculpture he had been given and held it out to Rias. "I got the payment from him like usual. Please don't be mad."

Rias narrowed her eyes at him while Akeno just giggled under her breath for a moment before she let out a sigh and gestured for him to join the group. "Oh I can't be mad at you," she relented with a smile on her face. "Not when you look so adorable when you're nervous around me."

Ben sweatdropped as he sat down next to Kiba who was sat in his desk chair. Asia kindly passed him a cup of hot, delicious tea and joined in as they began to discuss the monthly quota of contract summons. The conversation continued for a few more minutes before the door was opened once again to reveal Ben's mother standing in the hallway with a tray laden with snacks and a stack of books.

"Sorry to barge in on your little club meeting," she apologised with a kind smile as she entered the room.

"Not at all, mother," Rias replied with a sweet smile before staring at Ben with a fake glare. "Ben already turned up late for the meeting anyway."

Ben narrowed his eyes at Rias before turning his head towards his mother to receive a mouthful of her chastising him for making his friends wait for him. "I don't know what you see in him, but I'm so glad there was something," Sandra said as she returned her attention back to Rias who chuckled innocently.

"I will admit that he has some uses," Rias said innocently, though that was ruined by the way she stared at him.

"I'm sure he does. There's hope for him yet," Sandra said as she knelt down and placed the tray on the ground before her. "Now, this group was called the Insult Research Club, wasn't it?"

Ben facepalmed himself before correcting her. "' _Occult_ ', mum. It's the Occult Research Club," he muttered with embarrassment.

"Oh yeah, that's right," she said with a smile. "That's a shame. I brought along some stuff which you could have used as material." With that she picked up the short stack of books on the tray and showed them to the rest of the group. Ben paled when he noticed the title of the books.

 _'Benjamin's baby photos.'_

Ben's face went bright red from embarrassment while the girls seemed to perk up when they also saw the title and gathered around his mother in barely-contained excitement to examine the photos. His embarrassment was quickly replaced with exasperation when he realised something. "Mum! How the hell did you link my baby photos with an Insult Research Club? What are you trying to get at?"

His question was completely ignored as his mother had successfully captured the attention of everyone in the room who started to look through the various, embarrassing photos of his baby years. Even Kiba had a photo book which he was flicking through.

Ben grumbled to himself and stole the small bowl of snacks which he held close to his chest as he leant against his desk and began to eat, watching the girls all take great pleasure in looking at him when he was a toddler. It was the only thing he could do right now as he knew for definite that he would have no success at all if he tried to take the books off them by force, even with his mother in the room.

When Ben reached the stage where he began to periodically bang his head against his desk, Rias looked up from the photos to stare at him. "Oh, don't be like that Ben," she scolded playfully. "You looked sooooo cute as a baby!"

"It's not that hard to imagine him being this cute as a baby," cooed Akeno.

"He was so tiny and itty bitty and cute," Asia said with a small blush as she lost herself in the multitude of 'cute' pictures.

"You're killing me here mum!" Ben groaned as he ran his hand down his face. He started to bang his head again his desk again once they started to describe him as "Itty bitty" and "Tiny winey."

Kiba chuckled at Ben's dismay as he perused the photo book in his hands. "She seems to be a great and loving mother to me."

Ben groaned again as he stared up at the Gremory Knight. "Yeah she is that. It doesn't stop her from doing shit like this though." He returned his gaze to the group of girls on the other side of his room. "She always did threaten to show my baby pictures to any girl I brought home. I didn't think, or rather I hoped, that she wouldn't actually carry out her threat. Looks like I was wrong in that regard."

"It must be nice to have a family," Kiba muttered quietly but, thanks to his enhanced hearing, Ben heard him clearly.

"What was that?" he asked, turning to look at Kiba.

"Oh nothing," he replied absentmindedly with a small smile before going quiet for a moment before he got Ben's attention again. "Hey Ben, what was this picture?" he asked, holding up the photobook he held in his hands in front of Ben. He took it out of Kiba's hands to get a better look and grimaced when he recognised it.

It was a picture of him in the first year he spent living in America, around three years ago if he remembered correctly. He was locked in a headlock with a young teenage girl who appeared to be the same age as him as they were fighting on the floor of the living room of some house. The young girl had burnt orange hair while his was the same colour though a bit shorter. He groaned as the memory of that event presented itself to the front of his mind.

"Oh, that's a picture of me and my cousin, Gwen. I met her when we were living in America and we never really got along all that well, as you can see," he sighed as he gave the photobook back to Kiba though noted how he was still interested with it for some reason. "What's wrong? You don't fancy her, do you? I don't think it would work personally."

Kiba smiled, but Ben could tell it was an empty one. "Do you remember this?" he asked, pointing towards a specific spot in the photo as he brought it back to Ben's attention. "This sword. Do you remember it?"

Ben followed his finger to see a fancy-looking sword hanging on the wall behind the two scuffling cousins and tried to look back in his memories to work out if he remembered it at all. After a few seconds he shook his head. "No I don't. Sorry," he apologised as Kiba took the book away from him again. "I was nearly always fighting with my cousin whenever we were round there to be honest. I never really paid attention to what was around me. Is it important?"

"No, I suppose not," Kiba muttered with a clear hint of disappointment in his voice as he closed the book abruptly and handed it back to Ben who took it, his attention still on Kiba.

Ben had to endure another half hour of watching the girls becoming extremely familiar with the extensive collection of pictures that his mother had from his childhood. Thankfully it soon came to an end and his mother collected the photo albums before leaving the room and letting them get on with their meeting. Not long after she left, Rias received an order from the Arch-Duke to take care of another stray Devil which had killed its master and fled to the human world to cause trouble. They made their way outside while Ben make excuses to his parents, telling them that he, Asia, and Rias would be back soon.

He made his way out of the house to see that Rias had already created a crimson magic circle where she and the rest of her peerage were waiting for him before they left. He joined shortly before the magic circle teleported them away in a flash of light towards their target.

* * *

No sooner had they emerged out of the magic circle, revealing that they were stood outside an abandoned warehouse, before they were assaulted by an extremely repugnant smell which told them that they were in the right spot. It was a smell which, while extremely potent, was thankfully only able to be detected by supernatural beings like devils.

"It feels like a powerful one this time," Rias noted as she stared at the dark, empty building. "It would be unwise for us to fight it inside where it'll have the advantage." She turned towards her peerage. "Koneko, Kiba, and Ben. I want you three to head in there and draw it out where Akeno and I will be waiting when you draw it out. Asia will stay outside too to act as support should something happen if all goes well, we won't need her Twilight Healing."

She received a series of nods and affirmations from everyone except Kiba who appeared to be completely lost in his own little world. "Kiba?" she asked, confused as to his lack of attention.

The Gremory Knight shook his head slightly and looked back at Rias with a false smile on his face. "Yeah, got it," he muttered politely and joined Koneko and Ben who were already making their way towards the warehouse entrance.

They reached the large, metal double doors of the warehouse which were quickly dealt with by Koneko's impressive strength as she sent them to the floor with a loud clang with a single punch. They slowly made their way into the warehouse interior. Ben brought out his Sacred Gears as the repugnant smell from the stray devil grew even stronger than before.

The three devils came to an abrupt halt when they saw movement ahead of them, behind a large stack of crates. Ben marvelled once more at the usefulness of his devilish eyesight which allowed him to get a clear view of the monster before them. At first glance, it looked like a young woman who was frightened, but that all changed when she realised that they were in fact devils and not weak little humans she could prey on.

When she realised this, her whole persona changed drastically as the disguise of a beautiful young woman was torn away to reveal the monster she had truly become. Her entire body morphed into one which looked like she had been mutated with a feral human and a gigantic, six-legged insect. She let out an ear-piercing scream as she launched herself out from the boxes and began crawling along the ceiling towards them with a murderous glare.

"Well, here we go," Ben said as he brought up his Sacred Gears in preparation for the fight ahead.

 **[Boost!]**

Koneko was about to make her move on the grotesque beast when she noticed that Kiba had returned to his little world from before and not aware that the stray was making a bee-line straight towards him.

"Kiba! What are you doing?" she said, attracting his attention back to her. "Snap out of it!"

Kiba returned to his senses and glanced back at Koneko. "What? Oh, sorry about that," he muttered as he returned his mind to the battle at hand.

Ben glanced up at the beast during Koneko and Kiba's exchange to see the beast protrude its thorax and aim towards them before firing a strange grey goo-like substance. He didn't know what it was for definite but he did know that it couldn't possibly be good.

"Koneko! Watch out!" he shouted as the substance flew straight towards the white-haired devil and striking her before she could dodge it. She hissed in pain as the goo, which Ben realised was acid of some kind, started to eat away at her clothing, leaving a nasty looking burn on her skin.

The stray then pounced from her spot on the ceiling down towards Koneko and Kiba who was attending to her injured comrade and was almost on top of them before they saw a flash of green light out of the corner of their eye.

 **[Transform: Petrosapien!]**

Just as the stray was about to land on the two devils, a large green, crystalline fist came out of nowhere, punching the stray and sending it flying back and crashing into old machinery.

"Nice going, Ben," Kiba muttered as he looked up at Ben's latest demonic form. He towered over them, as most of his forms did, at around ten feet tall. His body appeared to be completely composed out of pale green crystals for his arms and face with four shards of crystal protruding out of his back and shoulders. His chest, waist and legs was made up of crystals which were indigo in colour rather than pale green and made it look like he was wearing a sleeveless jumpsuit.

Ben looked down at Kiba with an annoyed look on his crystalline features. "You need to keep your head in the game, Kiba," he said in a deep voice, a slight metallic sound escaping him as he moved his 'lips'.

They were distracted when they heard a shrill screech behind and turned just in time to see the stray which had charged towards their group and lunged towards Ben. He brought his arms up to defend himself as the stray crashed into him at full force, forcing him back a few feet and leaving a deep grove in the ground from where his feet dug into it. The stray pushed him back a few more feet before Ben ground his feet into the ground properly and brought them both to a sudden halt. The stray began snapping at Ben's head but he was able to keep it at bay though he was still getting covered in its spit.

"My turn," Ben growled as he took hold of the stray with his large hands and charged forwards, taking the creature with him, straight past Koneko and Kiba, until he reached the warehouse wall though he didn't stop when he reached it. He simply increased his speed and broke through the wall with the stray acting as a battering ram. Once they were outside, they both fell to the ground and began to engage in a fight of their own which was actually Ben punching the stray repeatedly while it hissed back and tried to bite him. It eventually caught hold of Ben's arm and screamed loudly as it lost all its teeth when it tried to bite down on Ben's diamond-hard arm.

"Ben! Move out of the way so we can finish it off," Rias called out from somewhere behind him. He only grunted in response as he delivered another powerful right hook to the stray's head, knocking it off him while he rolled the opposite way.

"Now!" he shouted as he came to a stop. A large bolt of lightning rained down on the creature almost immediately after he yelled out and forced the stray to crawl up into a ball, just like a normal bug would do when it's about to die, if not already.

Rias started to walk towards the downed devil. "Wanton devil. You who ran wild away from your master to fulfil your own desires. For such a crime, you deserve to die a thousand times over. And now, in the name of the marquee of Gremory you shall pay with your life." She was suddenly surrounded by a dark crimson aura. "Time to die!" she bellowed as she blasted the stray with her power of destruction spell, sending the stray into oblivion.

"Phew. Glad that's over with," Ben said as he reverted back to his normal form and joined the others as they gathered outside the warehouse. He spotted Asia attending to Koneko and healing her from the burns she received before.

"Are you alright, Koneko?" he asked as he approached the two girls.

"I'm fine," Koneko said before looking up at Ben with the faint traces of a smile on her face. "Thank you for stepping in, Ben. And thank you Asia for healing me."

"Don't be silly," Asia said happily as she finished off healing Koneko's arm. "There's no need to thank me."

SMACK!

They all turned at the sharp sound to see that Rias had just slapped Kiba with enough force that it left a bright red mark on his cheek.

"Have you come back to your senses?" she asked sternly. "What happened to you in there, Kiba? If it wasn't for Ben, you and Koneko could have been in big trouble."

Kiba looked back at Rias intently, showing absolutely no indication that he had even felt her slap. "My apologies. I just had an off day, that's all." He bowed his head respectively. "If you excuse me, president."

Without saying another word, Kiba turned his back on Rias and everyone else as he left them and made his way out of the compound, disappearing around the corner.

Kiba didn't show any reaction to her slap "I apologise. I am fine, I just had an off day" he bowed "If I may I will head home now" he left the group and left the compound and disappeared.

"Hey Kiba." Kiba turned around at the familiar voice to see Ben jogging up to him.

"What's going on with you, Kiba?" he asked with concern in his voice. "I've never seen you act like this before and I'm worried about you." Kiba let out an empty chuckle.

"You're worried about me? Why would you be that? Devils are, in their very nature, selfish beings."

"Maybe I haven't been a devil long enough to see it like that," Ben retorted firmly. "Doesn't mean I can't worry about you, does it?"

"I appreciate your concern, Ben, but this is something I have to do alone," he muttered before turning away from Ben and continuing down the street to who knows where. Ben didn't go after him, thinking that Kiba needed some time on his own to think about stuff. However, just before he disappeared completely, Ben faintly heard Kiba mutter something.

"I have to destroy Excalibur!"

And then he was gone.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: I hope this was a good introduction to the next season. I must admit that I had a lot of fun writing the opening scene within the Dimensional Gap where I introduced my own addition to the DxD universe. I will return to him later on.**

 **Before I go on to the reviews I got in the last month, I saw one particular review which intrigued me and got me considering something that I hadn't expected to. The suggestion came from Katelynn Snow Fox and is:**

 **"Can you do a female Vali and make her part of his harem."**

 **I am open to the suggestion of changing Vali into a female but I don't want to make her part of Ben's harem. I liked the conflict between Vali and Issei in the anime and don't want to change that aspect.**

 **With this in mind, I would like to know what you guys think about changing Vali's gender. To get an idea of your thoughts, I'll put up a poll on my page. If that doesn't work, you can put your vote up in a review. The poll will close just before Vali makes his/her debut of course and I will announce the winner.**

 **Let me know what you guys want.**

 **. . . . .**

 **Reviews:**

 **Primus1661:** **the main reason I chose to crossover Ben 10 in the DxD universe is because I love the way his alien transformations can adapt to any situation he finds himself in. I probably won't have Ben transform into a nemean lion but I do have some new transformations planned for the future.**

 **DragonChamber:** **I was going with the same thoughts myself when I wrote that chapter. Swampfire just seemed to be the most appropriate form when teaching Riser a lesson.**

 **In regards to your other question: No. Ben wouldn't be able to copy the Sitri House's water abilities nor would he be able to copy Serafall's unique ice magic. Ben can't copy specific powers of any species; only their general powers. He counts the DNA of the species, not the person's personal DNA.**

 **If I didn't explain this clearly enough for you, please let me know and I'll try it again.**

 **Xxcasskxx:** **I don't know if you are the same person as the other person who wrote the same review but thanks for your review nevertheless. The previous review should hopefully answer your question about Ben's powers but if it doesn't then I can explain it better in a PM if you want.**

 **Ultimatrix bearer:** **Thanks for the compliment. I hope you enjoyed this chapter.**

 **I realise I failed to note that it was, in fact, ULTIMATE Swampfire but I will be doing that in future. He did it that way the first time because I wanted to make a good entrance.**

 **Treyalexander63917:** **Swampfire is one of my favourite forms from the cartoon too! I'm glad you liked my choice. I already have a good entrance for Chromostone (another one of my favourites) in the future so have no fear. It wouldn't be a proper Ben 10 crossover without Chromostone, would it?**

 **Galeiam:** **I didn't like the way Issei was made incredibly dense in the anime so I will do my best to avoid making Ben seem like that. If you've read the chapter already, you'll have noted that Ben is definitely not ignorant as to the girl's feelings towards him.**

 **I also don't plan to add the aspect of anime nosebleeds in my story either. They are both annoying and cringy and not something I want to appear in my story.**

 **Ballsandweeners35:** **I appreciate you taking the time to leave a review but it's a bit late for me to change it at this point. I hope you are still reading my story to catch this note, but if not then I will miss you.**

 **Chris009:** **I don't have any immediate plans for a familiar for Ben but it's not a closed subject if enough people want one.**

 **Dmclover99:** **I won't be including the Highbreed into my story. There are already so many things I plan to put into my story and they simply can't be added into my plans.**

 **E-BLOK5290:** **I have several ideas for Albedo but I want to keep them to myself for now.**

 **Guest:** **I understand what you are saying. I will go back, at some point in the future, to the first chapter and explain how my story will differ from canon. I concede that it is still causing confusion among some of my readers and will make to correct that as soon as possible.**

 **I still plan to keep my A/N at the end of my chapter so as to let everyone read my story without my drivel potentially spoiling a surprise I may have put into the chapter.**

 **MGStarFire:** **I personally don't think you can make a detailed observation of a whole story by only reading the first two chapters. You'll find that a high number of fanfic authors follow a particular story fairly close to canon to help them establish a baseline to follow. I'm a first time writer and was still introducing everyone to my story at a more relaxed pace. From the tone of your review, I suspect that you have stopped reading my story and so won't read this.**

 **I would like to thank you for taking the time to read my story (the first two chapters anyway) and for taking the time to leave a review.**

 **. . . . .**

 **I'm going to release the rest of my chapters every two weeks instead of my previous schedule. This may change over the year but I'll let you guys know if they change.**

 **I'll see you guys in two weeks.**


	14. An unwelcome visitor

**A/N: Here's the next chapter as promised. I apologise that it was a day later than I said it would be released but real life was a bitch and got in the way.**

 **I'll explain what happened to cause the delay at the end of the chapter but, until then, here's the chapter for now. I hope you enjoy it.**

 **(*Generic disclaimer here*)**

 **I couldn't get my normal beta reader to go over it so I apologise in advance for any grammatical mistakes or issues you may find.**

 **. . . . . . . . . . . . . . . . . . . .**

After Ben had returned back to their group without Kiba with him, Rias only sighed resignedly and dismissed Akeno and Koneko for the night and returned home with Asia, Ben via a magic circle which transported them straight to Ben's room.

"Kiba mentioned something before he left," Ben said as he sat down on the edge of his bed with Asia joining him while Rias sat down in his desk chair. "He said something about destroying Excalibur. He couldn't possibly be talking about the same Excalibur from Arthurian legend, could he?"

He looked towards Asia who was looking at him with interest. "I always loved reading about the Legend of King Arthur when I was younger," he said, explaining how he knew about the sword. "I always liked Merlin the most."

Rias didn't answer immediately but Ben could tell by the serious look on her face that there was more to it than he originally thought. A short moment of silence passed before Rias looked up from the floor and turned her head towards her two adorable devil servants. "He is, indeed, referring to the very same sword once wielded by King Arthur. It's one of the, if not _the,_ most powerful collection of Holy Swords in existence."

Ben was confused by something Rias said. "Hang on a minute. _Collection?_ Since when has there been more than one Excalibur? I know there is some debate as to whether the 'Sword in the Stone' and the one given to Arthur by the 'Lady of the Lake' are the same sword or not but that could hardly be called a collection."

"That would be true…," Rias continued, leaning back into her chair and crossing her legs as she did so, "…if Excalibur hadn't been split into seven pieces."

"Umm," Asia muttered timidly, raising a hand from beside Ben as she wasn't able to keep up with Ben and Rias' conversation. "What is Excalibur exactly? I never heard anything about them while I was a member of the church."

"They're Holy Swords," Rias explained to the young devil before her. "Extremely powerful weapons which are, without any doubt, the absolute worst things for a devil to find themselves facing. Simply touching one can cause a devil to burn up from the amount of Light which resides within each one, suffering a single cut from one could spell instant death."

Ben whistled as he listened to Rias' explanation. _'Wow!'_ he thought to himself. _'If one Excalibur is that powerful then just how powerful was Excalibur when it was whole? Well; it is the Sword of Kings after all.'_

"Thankfully," Rias continued, attracting Ben's attention again. "The single biggest weakness with Excalibur is that the number of people who are capable of wielding such powerful swords is extremely low."

"That's some good news at least," Ben stated as he rested his elbows on his knees and his chin in his hands as he listened to Rias.

The red-haired beauty, however, didn't seem to share the same optimism that Ben had and her expression remained troubled. "Normally, yes, you would be right. That would be good news for us. That is, however, if the church hadn't recognised this glaring weakness and started to do everything they could to rectify it by raising people to be artificially compatible with wielding a Holy sword as strong as Excalibur. Once they were able to create artificial wielders successfully, there would be very little to stop them from trying to wipe out devils everywhere. The project itself was known as the Holy Sword project."

"The Holy sword project?" Ben and Asia said in unison as they stared at Rias with intrigue and slight worry in their voices.

Rias turned her attention towards Asia. "I'm not surprised you never heard about the project. It was terminated years ago and only a small handful of people knew about its existence when it was active. The reason I know about it is because…Kiba barely survived it," she revealed with a troubled expression on her face.

"Seriously?!" Ben exclaimed with shock before his thoughts took him back to their club meeting a few hours earlier. "Wait here a moment," he said as he rose up off his bed and made for the door. "There's something I need to show you."

With that, he left the room in search of what had been stuck in his mind for a while and, only now, resurfaced to the front of his mind. He made sure to move as quietly as possible through the house so as to not wake his parents up and returned a few minutes later with what he had been searching for; a photobook.

Particularly the same photobook Kiba had been flicking through while the girls were gawping at the extensive collection of baby photos his mother had of him. He came back to the room to see Rias and Asia looking up at him with confusion in their eyes.

He opened the book and began flicking through the pages in search of the photo which had caused Kiba to act so strangely. "While my mother was embarrassing me by showing you my baby pictures, Kiba was looking through this one and asked me about…this one," he concluded as he finally found the photo in question.

He handed the book to Rias as Asia stood up and stood beside Rias to look at the photo too. He pointed to the picture of him and his cousin fighting in one of their all too frequent brawls. "It wasn't until he saw this photo that he started acting distant and strange." Ben then moved his finger over to the sword which was hanging on the wall behind the two fighting children. "I might be wrong here, but I now think that he recognised this sword here as an Excalibur Holy Sword. I didn't think much on it before, but it all makes sense now. He must have seen it and all his memories from being in the project came flooding back."

Rias leant over and examined the picture closely for a few seconds before sighing and leaning back in her chair though her attention was still drawn towards the photo. "Yes, I think you're right," she muttered quietly.

"So what does this mean?" Asia asked with confusion.

"I'm not exactly sure," Ben replied as he noticed Rias was still lost in her thoughts. "Rias? Any thoughts?"

Without warning, Rias snapped the photobook shut and looked up at the two of them with a bright smile on her face. "Oh, would you look at the time," she said as she stood up from the chair. "It's time to go to bed," she said as she began to undress out of her uniform and underwear. Asia blushed slightly at Rias' actions but nevertheless began to imitate her and strip out of her clothes too in the effort to not be outdone by the sexy red-haired devil beside her.

Ben just sighed and ran his hand down his face as he watched the two beautiful devils completely undress for bed right in front of him without a care in the world. He watched them in silence for a few seconds before he started to remove his uniform himself.

' _How did my life get like this again?'_ he thought to himself yet again as he crawled into bed, only for Rias and Asia to quickly join him under the covers on either side of his arms which they took hold of and used in place of a pillow as they snuggled against his bare chest and settled down before they all fell asleep shortly after. the darkened room fell into silence, but was shortly broken by the soft patters of raindrops which started to strike against the window.

* * *

While Ben and the two female devils settled in for the night, the same couldn't be said for a particular Gremory Knight. Kiba was walking down a dark street, completely alone and totally drenched as the heavens had opened up a few minutes ago and began to rain down on everything in Kuoh, soaking Kiba right to the bone, not that he noticed it though.

He was too lost in painful memories to care about that right now. Painful memories of his time before he become a devil, back when he was a part of the Holy sword project. His tears started to mix with the rain as the faces of those he had abandoned appeared before him in his mind.

He was abruptly brought out of his painful memories when a robed man suddenly appeared out of a dark alleyway in front of him. Kiba's eyes widened slightly when he noticed that the man was actually wearing the robes of a priest.

' _What's a priest doing out here, in this weather?'_ Kiba thought to himself though he didn't really care about the answer.

The priest noticed Kiba and stumbled towards him, an evident limp in his leg. "Help me…please," he gargled before collapsing on the ground. Kiba stopped in his tracks at this and gasped slightly when a rapidly expanding pool of blood began to spread out from the priest's corpse and began to mix in with the rainwater.

"Well, well, well. Look who we have here. Long-time no see, little devil," a sharp, eerily familiar voice cackled as another figure strode out of the alleyway the priest had just come from.

Kiba summoned a sword in his hands and took up a combat stance as he recognised the mystery man before him who turned to face the blond-haired devil which a sadistic smile on his face.

Freed Selzen.

Kiba's eyes were drawn to Freed's waist when he caught sight of the sword in the exorcist's hand and his eyes widened when he realised what it was he was holding.

Freed was wielding a Holy sword…no, it was worse than that: it was an Excalibur!

* * *

" _Where the hell am I this time?" Ben asked himself with slight exasperation as he found himself, once more, floating through the air with nothing else in sight. This was quickly corrected as he was soon joined by the gigantic stature of Ddraig and the colossal head which belonged to Azmuth. Ben couldn't see his entire body but understood the reason for this as he remembered the last time he had seen Azmuth in all his glory during one of these dreams. He had mistakenly believed him, at first, to be an endless expanse of land instead of the Dragon God's back._

" _Why have you brought me here?" he asked the two dragons as they glided through the distorting air in no particular direction._

 _ **[We have come to warn you,]**_ _Ddraig said as he flapped his humongous wings periodically._ _ **[It's about the 'White One'. I believe Azmuth may have mentioned him to you before.]**_

" _Yeah, he did mention something like that," Ben recalled as he thought back a few weeks to what Azmuth had told him about him. "He said he was your brother and that you had been fighting for millennia for a reason that the both of you have completely forgotten."_

 _ **[Yes, that's him,]**_ _Azmuth added as his titanic, spectral head easily kept up with them as they flew through the air._ _ **[But what I didn't tell you back then was that the fighting never stopped even when they were sealed away by the three factions into their Sacred Gears. Ever since that happened they have resorted to using the humans who possess their power as vessels to continue with their eternal battle. There are some human vessels who have lived out their entire lives without ever coming into contact with the opposite vessel to continue their cycle of violence and destruction, though that's clearly not the case with you.]**_

" _What do you mean? Are you saying I'm going to meet the person who possesses the White Dragon Emperor's Sacred Gear someday?" Ben asked with slight worry in his voice as he gazed up at the humongous crimson dragon floating beside him._

 _ **[There's no simple way of saying this…but yes,]**_ _Ddraig conceded, glancing down at Ben._ _ **[You made yourself known to the entire biblical world, if not beyond, by your little stunt a month ago when you fought the young Phenex and beat him.]**_

 _ **[Because of that, you have made it plainly clear to the 'White One' that you have managed to awaken Ddraig's power,]**_ _Azmuth explained further._ _ **[He knows you exist now, and will make himself known to you at some point. Don't ask me when that day will come as I have no idea what my other troublesome son has gotten up to in my long slumber.]**_

" _You're both a great help, you know that right?" Ben said sarcastically as he shook his head slightly._

 _ **[Hey, don't blame me,]**_ _Ddraig grumbled under his breath._ _ **[I wasn't the one who decided to make such a big scene to the entire world. Blame him over there. He's the one who made that cocky, self-righteous brother of mine.]**_

 _ **[Oh shut up, Ddraig,]**_ _Azmuth growled at his irritating son._ _ **[I may be your father in the literal sense, but the two of you sealed your own fate when you decided to get involved with the three factions during their little war. Sealing you two away was the only way to limit the damage you were inflicting to the innocents of this world, both natural and supernatural.]**_

 _Ddraig softly growled under his breath but didn't argue with the titanic dragon as he could still remember the not-so-pleasant experience he had last time he had done so with the Dragon God._

" _So basically you want me to be cautious and keep an eye out for this brother of yours then, right?" Ben asked quickly in an attempt to bring the topic of discussion back to where it started and avoid any potential arguments between the two of them._

 _Being the middle man in an argument between two beings who were not only dragons, but rather insanely powerful and gigantic dragons was not nothing he had any plans of occurring in his head._

 _Thankfully, his interruption seemed to work as both dragons stopped glaring at each other with low grumbling noises coming from the pair of them and returned their attention back onto him._

 _ **[Yes. It's the best thing you can do for now as he has the advantage of knowing who you are, but you don't know who they are,]**_ _Azmuth warned cautiously as he nodded his head slowly in agreement with Ben's question._

" _Well that's not much to go on," Ben muttered before sighing in resignation and rubbing his temple in slight annoyance. How could two beings like these two be so 'wise' yet so dense and unhelpful at the same time? "But thanks for giving me the warning all the same," he continued as he felt the tight clutches of slumber begin to slip away and return him back into consciousness._

* * *

Ben's eyes slowly opened up, only to find himself opening them up to a forest of crimson red hair in front of him and a pressing weight on his chest with his arm wrapped tightly around it while his other arm was wrapped around something else to his immediate left.

His senses returned to him quickly enough to let him recognise the forest of crimson hair as Rias' and that his face, which was tilted to the left, was buried in the crimson locks. He pulled his head back out of it and brought it up off his pillow to see what he had gotten himself into this morning.

He only had to take five seconds upon seeing the blonde hair resting on his chest to realise what had happened and, sighing deeply, he dropped his head back onto his pillow to gaze up at the ceiling with exasperation.

Somehow, during the night, he had pulled Asia on top of his chest so that her breasts were pressing against his bare chest while he had subconsciously wrapped his arm around her back and held her in place for who knows how long. Asia didn't appear to have been woken up by his brash actions in the night and had slept through it. Either that or she had woken up and decided that she didn't oppose the arrangement and went right back to sleep.

He was leaning towards the former with what he knew about Asia's character. While there was no doubt that she had feelings for him, though he didn't know how strong they were, she would simply be too embarrassed with Ben's 'forwardness' and would have broken away from his embrace purely because of her innocent nature from growing up in a church.

If that wasn't awkward enough. As his sleepiness diminished completely, Ben turned to look at Rias and saw that he had also man-handled her sometime in the night. At some point he appeared to have pulled her closer to him so that her large, soft breasts were squashed up against the side of his body while his leg had become intertwined with Rias' left leg which was now trapped. His hand, apparently, wasn't satisfied with this already unique arrangement and had snaked down Rias' back and was now resting on top of Rias' supple backside. He quickly brought his hand up when he spotted this and brought it to rest on her waist instead.

Before the two young women in his arms had come into his life, Ben could never have ever pictured himself being in such a position, only ever doing so in his wildest dreams. Before he became a devil, he could barely keep his 'cool' (if one could call it that) whenever he was around women, no matter who they were. He attributed it to the years of beatings he had received by his sister who had called it 'training' and when he was in America where he would always fight his cousin whenever they were in the same room with each other. He would be an uncontrollable mess around women and would normally be totally petrified upon waking up to find himself in such a position with two beautiful young women. He didn't feel anything like that though…and hadn't done for over a month now; not since his fight with Riser to be exact.

He had noticed it more and more over the last few weeks and had absolutely no explanation for this phenomenon. In the first week it had happened only once or twice: he'd wake up to find himself, Rias and Asia in a compromising position. During those first two times he had, unsurprisingly, been freaked out by this and apologised repeatedly.

However, as the weeks went by, not only did these episodes become more and more frequent, but Ben found his sheepishness diminishing rapidly to the point that now he didn't feel any apprehension or fear at their arrangement. Instead, the only way he could describe it was that he felt calm and…good.

Another thing he was having a hard time grasping was how close the two beauties in his arms were to him and how eager they were to be as close to him as they could possibly be.

There had to be some explanation for what was happening to both him and Rias and Asia and he had a strong suspicion that it had something to do with the emerald and crimson dragons which dwelled within his arms.

" _Azmuth. Ddraig,"_ he called out their names calmly in his head before pausing as he waited for their response which came a few seconds later.

 _ **[What is it?]**_ Azmuth asked in his deep, rich voice which reverberated through Ben's head as usual.

 _ **[What do you want now?]**_ Ddraig asked with fake annoyance. _**[Didn't we just talk to you in your dreams, hatchling?]**_

" _Yes, but after waking up to yet another awkward position with Rias and Asia I wanted to ask the two of you a question: have you two done something to me?"_ he continued as he gazed up at the ceiling.

The two dragons were silent for only a few seconds before Ddraig broke it. _**[I guess it's about time you realised something was different. When you grew strong enough to hear my words and thoughts, you also grew strong enough to handle the magical aura that a powerful being like myself possesses. It won't stop here but you'll quickly find that it'll lead you to be surrounded by a harem of beautiful women because of it. It's nothing new; all of my previous hosts have been surrounded by lustful women.]**_

" _I guess that explains why these two have been acting a lot more affectionate this past month,"_ Ben noted as he gestured to his two sleeping companions. _"But that doesn't explain what's happening to me, does it? Why do I feel more confident and less anxious or nervous around women?"_

 _ **[I believe that might actually have something to do with me, Ben,]**_ Azmuth stated calmly and firmly. _**[As you well know, I'm the Dragon God of Life. I came into existence with the purpose of returning life into this dimension after…well that's not important right now. The main thing is that my power and aura gives all biological creatures the subconscious need to continue their species through reproduction, either sexually or asexually. As you have been taught in your human schools: the strongest always survive; it's one of the most fundamental facts of nature.]**_

 _ **[Not only does my power allow you to transform into the multitude of different magical creatures of this world, both demonic and mythical,]**_ the emerald dragon continued, _**[but it allows you to transform into the apex specimen of that species. Because of the large number of alpha demon DNA which you possess in my Gear, some of those primal, animalistic tendencies will merge with your own DNA and may bring about certain changes on you.]**_

" _What do you mean?"_ Ben asked with barely contained anxiety at Azmuth's less than calming speech. _"What sort of changes? How strong will they be?"_

 _ **[Nothing serious. You have my word on that. You won't ever be completely taken over by these aspects; you have your brain to thank for that. Such a fascinating design; I'll never forget when God told me about that when he was creating the human race. It was such a unique thing….]**_

" _Hey! Getting off topic here,"_ Ben muttered, cutting the ancient dragon off as he began to trail off in his own little world. _"We were talking about what these changes affecting my body."_

 _ **[Oh yes. Anyway, the most dominant change will be how you interact with members of the opposite sex. In the demon world, the strongest demon controls the collection of demons in their tribe, herd, hive, shoal…whatever they were and that means having all the females for himself. An alpha demon is extremely possessive about their women and don't appreciate rivals trying to steal them. As I said before, thanks to the awesome power of your, still biologically-speaking, human brain you won't feel any of these changes aside from more confidence and less anxiety, just like how humans are generally able to control their own animalistic instincts. The primal, animalistic urges will only ever affect you to a certain degree when your mind may be dormant; this includes when you are sleeping and also when you are having…well, you know.]**_

" _Are you trying to tell me…,"_ Ben asked slowly and as calmly as possible as he started to piece everything together. _"…that I'll become some sort of lustful animal whenever I have sex?"_

 _ **[You won't be completely consumed by the primal urges, but essentially…yes.]**_

 _ **[Congratulations, partner!]**_ Ddraig exclaimed with an extremely toothy grin as he chuckled deeply at the shocked look on Ben's face. _**[Do you have any idea how lucky you are? Do you know how many men would kill to be in your position right now? Not only will you be surrounded by beautiful women who'll lust after you but you'll also be an insatiable beast in the bedroom!]**_

" _You stay out of this!"_ Ben retorted as forcefully as he could to the crimson dragon even while feeling his cheeks heating up at the tornado of lewd images which blew through his head from Azmuth's words.

He was about to ask Azmuth for more information but was stopped when he felt the two young women in his arms begin to stir as they slowly roused themselves from sleep.

" _I'll deal with you two later!"_ Ben said to the two dragons with annoyance as he looked down at the two beauties as they began to wake up. The first one to wake up completely was Rias who blinked away the last remains of sleep and looked down her body to see the position she was in with Ben and looked up to see that Ben was also awake and smiled a warm smile at him. That was before she caught sight of his flushed cheeks; once she did her smile turned flirtatious and she pulled herself up slightly until she was at eye level with him, her breasts pressed up against his bare skin and her left hand came up to cup his cheek.

"Good morning, Ben," she said in a playful voice and with a sly grin on her flawless face. "You must have been having very exciting dreams last night for you to have such a complexion. Maybe I should discipline you for having such lewd dreams about your master."

Ben couldn't tell if she was being serious or not and knew that telling her the real reason his cheeks were as flushed as they were would be completely the wrong thing to do right now and so decided to let her believe what she wanted to. It wasn't that far off the truth anyway.

Much to Ben's appreciation, Asia took this opportunity to wake up fully and slowly bring her head up to see that she was indeed lying on Ben's stomach with his arm holding her in place. He had to admit that he was surprised when Asia tightened her own grip around Ben's chest with her arms. As expected of her innocent nature, her face turned even more red than his cheeks as she quickly looked away in embarrassment at the position she was in.

"G-g-good morning, Ben," Asia stuttered cutely without looking up at him though at the same time not letting go of him either. "D-did you sleep well?"

"Oh, I think he slept very well, Asia," Rias teased mercilessly as she stroked Ben's cheek affectionately. "From the looks of him, I would say he's been having very _sinful_ dreams about us. In fact, you can probably feel how sinful they were yourself."

This only made things worse for Ben as his cheeks only grew worse from Rias' teasing. Asia, not understanding what Rias was getting at made to sit up to ask the red-haired devil what she was talking about. However, as she did this her right thigh brushed across Ben's pelvis which, while it wouldn't have been bad at normal times, was currently pitching a tent from everything that was going on through his head from both Azmuth's revelation and Rias' teasing.

When Asia stumbled upon the hard object she let out a little squeal of surprise and froze where she lay, her face going so red that Ben was amazed he was getting burned from its intensity. This caused the crimson-haired temptress to let out a cute giggle as she observed Ben's own reaction to Asia's discovery.

She pulled herself further up their bed until she was leaning against the headboard where she then pulled Ben's head into her buxom chest and began to stroke his hair with even more affection than before.

"Just when I think you couldn't get even more adorable, you go and do something like this," she purred seductively before tilting his head up to look into her perfect blue eyes. "What am I going to do with you?"

Before either of them had the chance to say anything else the alarm clock on Ben's bedside table sprung to life and emitted its ear-piercing wake-up call. Ben instinctively flinched at the piercing noise and released his hold on the blonde-haired devil, much to her dismay, and reached over to turn off the horrible noise. The only upside today was that it wasn't waking him up for any early morning training.

"Looks like it's time for us to get up," Rias sighed as she reluctantly released her hold on Ben's face and hair. She shimmied past Ben and Asia till she reached the foot of the bed where she then stood up, taking the duvet with her and using it as a make-shift robe though she made sure to leave the vast majority of her naked flesh on display.

"Thanks for the wonderful night…Ben," she muttered salaciously, adding extra honey in her words when she said his name before she made to leave the room. Ben unconsciously gulped at the way she said his name and felt Asia grudgingly remove herself from him too and put on a pale blue nightdress that was resting beside the bed. It had been given to her by his mother not long after she had come to live at Ben's house and was used by the former nun, though that was until she found out about Rias' particular sleeping attire and didn't want to be outdone by her.

"We'd best go and get breakfast started," she said as she joined Rias before the two of them made their way towards the kitchen.

Ben watched them leave before sighing and lying back down on his bed, running his hands over his face and through his hair to bring his emotions back under control. It wasn't that he didn't enjoy these moments first thing in the morning…far from it. He was just struggling to keep himself under control after them and able to go through the rest of the day with it in his mind before the day had even truly begun.

' _At least dad's out of the house before they wake up,'_ he thought as he pulled himself up to sit on the edge of his bed. Thanks to the 'unexpected' alteration in his dad's work schedule, he was usually out of the house before he, Rias and Asia even woke up. It was only on the days when they had their early morning training sessions that enabled all of them to eat together at the family table like they had done yesterday.

While his father was safely out of the house, the same couldn't be said about his mother.

"Ahh, good morning you two," he heard his mother calling out from the kitchen in a joyful manner and he knew why that was the case. She was an extremely open minded person; too much if Ben was to comment on it, and could find absolutely no fault with either Rias or Asia. She simply loved and adored the two of them and, if she was so eager to show them pictures of him when he was a child, it wouldn't be too crazy to say that she had already started the whole 'my son has brought a girlfriend home so I must embarrass him like crazy' routine.

He left his room a few minutes later, fully dressed and prepared for school, and made his way downstairs to join the others. He entered the kitchen, somewhat surprised to see Rias and Asia already dressed when he could have sworn that he saw their clothes still in his room. He could only assume that they had used their magic to dress themselves. He, on the other hand, couldn't quite grasp devil magic; he could barely keep up with the basic level stuff.

' _Being a Devil sure does have its perks,'_ he noted as his mother raised her head upon hearing his arrival into the dining.

"Well, good morning sleepyhead," she called out to him as he sat down at the table.

Ben only sleepily grumbled in response as he thanked Rias and Asia for the breakfast they had prepared for him and started to tuck into it. He had tried to tell them when they first did this that he was perfectly capable of making his own breakfast. This had only led to Rias giving him that scary, yet at the same time attractive, look while Asia looked at him with watery eyes. Ben felt both fear and immense guilt at their looks and he quickly dropped the subject and let the two of them prepare both his breakfast and his school lunch. He was quickly joined by Rias and Asia who took their usual places on either side of him at the table to eat their own breakfast while his mother took her usual seat on the other side of the table with a cup of tea in her hands.

"I would have woken you sooner," Sandra said teasingly as she took a sip from her cup. "But I didn't want to disturb you, guys. You look so good together."

"Sometimes I wonder how you can be so open-minded, mom," Ben sighed as he continued to eat his breakfast. He knew she was trying to embarrass him and he was doing his very best to not be affected by her words.

"Well we are living in the 21st century sweetie, anything is possible as long as you are willing to work for it," she replied simply, taking another sip from her cup. She then turned her attention to the girls on either side of Ben. "Now girls, It's my motherly duty to ask you: Is my son treating you well? I know I raised him to the best of my ability to be a decent person, but you know how young men can be."

A small blush appeared on Asia's cheeks as she remembered how she woke up a few minutes ago. "Oh no! Ben has been nothing but kind to us, mother. He was there for me when no one else was and protected me when I was in trouble," she muttered with an embarrassed smile on her lips.

"And what about you, Rias?" Sandra asked, turning her attention over to the crimson haired beauty. "Has my son been treating you well?"

Rias' initial answer to her question was to take up Ben's arm and hold it against her chest with she rested her head in the crook of his neck, a warm smile on her face. "Of course, mother. I wouldn't be like this if I thought he wasn't treating me well. He sees me as more than just a member of the Gremory family; he sees me as Rias, and that's just the way I like it."

Ben's mother gave her an understanding nod. "I don't know about it personally of course, but I can imagine how difficult it must have made things for you when you couldn't be your own person because of your family," she said kindly before noticing the time. "You three had best be heading off to school before you're late. Have a good day," she added as the three devils finished their meals and rose out of their seats and headed off to school.

* * *

(After school)

Ben and Asia were slowly making their way through the corridors of the old school building to the clubroom. As they passed through the corridors he admired the attention to detail in the annual cleaning. The walls were spotless and there was no trace of spider webs which had previously begun to appear around the place.

"Oh look! The floor is so shiny," Asia noted as she gazed down the corridor. Ben, who was admiring the now dust-free window sills, turned to look to the spotless wooden floorboards.

"Sure is," Ben said as he looked at the shiny floorboards in front of him. "They sure get the job done, don't they?"

They turned the final corner before the clubroom and Ben suddenly spotted a set of double doors at the end of the corridor which appeared to locked down like Fort Knox. He was surprised at the sight of it because he was sure there was nothing there until now. It was probably because he just never paid attention to it. he could make out that it was covered with magical chains and yellow tape with "KEEP OUT" written all over it to ward off any would-be snoopers.

"Huh, I wonder what's in there," he said curiously, stopping just outside the clubroom.

Asia stopped beside him and looked at the door too. "I don't know. I don't think I've ever noticed it before," she admitted as she gazed at the sealed doors.

 _ **[I can't tell what's in there…,]**_ Azmuth muttered in Ben's head. _**[…but I can sense a lot of magical seals placed around that room to prevent it from being opened. I can even sense an alarm seal which, if the door were to be opened, would send a message to whoever created the seals.]**_

" _Sounds like they didn't want anyone to get in there,"_ Ben replied and felt Azmuth growl in agreement.

"It's called the 'forbidden room'," a female voice whispered salaciously into his left ear.

Ben jumped slightly at the sudden voice and spun around to come face to face with Akeno who was looking at him with a seductive smile on her face. "You've got to stop doing that Akeno," he chastised the Gremory Queen who only chuckled sweetly in response.

"I know, but you make it so easy to torment you," Akeno said slyly as she cupped her cheek with her hand. "How can I possibly resist?"

It was at this point that Ben spotted the two people standing behind Akeno and watching their banter play out. He recognised them immediately as Sona Sitri, the Student council president as well as heir to the Sitri Household and her Queen, Tsubaki, who stood beside her, pushing up her glasses up to the bridge of her nose.

"What's going on?" Ben asked curiously, looking back to Akeno.

"Oh, nothing much. Just something that Lady Sitri would like to discuss with Rias about. Shall we go in?" she asked sweetly and gestured for him and Asia to take the lead. Ben did so and opened the door to the clubroom, entering with Asia beside him and holding the door open for Akeno, Sona and Tsubaki who entered quickly behind them, shutting the door when everyone had entered.

"Ah, took you guys long enough," Rias called out from her desk where she had her head low as she filled in some paperwork. The only other person in the room was Koneko was sitting on her own on a sofa, eating some snacks as always. His fist assumption was that Kiba had already been sent out to complete a contract, but that was quickly dashed when he remembered how Kiba had acted last night and seriously doubted that Rias would have let him handle a contract without explaining everything to him first.

Rias looked up from her work to see that Sona had also come with them. she put her pen down and leant back in her chair with her fingers clasped together and resting on the desk. "Hello Sona. To what do I owe the pleasure of your visit?" she asked politely, a warm smile on her face.

"I would prefer to speak about this matter with you in private. It's not something you'll want to talk about in front of a lot of people…trust me," she said cryptically though Ben could tell she was being very serious.

Rias stared at Sona in silence for a moment before replying. "You make it sound like a serious situation," she stated matter-of-factly.

"It is," Sona replied simply though with the same seriousness as before. "Very."

Rias sighed and nodded her head in acknowledgement. "You're not one for making issues bigger than they are. Very well, I guess I'll have to cut this meeting short for today." She stood up from her desk and came to a stop beside Ben. She looked up at him and took hold of his chin with her thumb and index finger, pulling him down to eyelevel. "It looks like I'll be home late tonight. Don't wait up too long," she said suggestively before gently patting Ben on his cheek and disappearing in a magic circle with Sona along with their respective Queens.

* * *

"I wonder what got Sona so serious," Asia asked as they walked down the street together.

"I don't know," Ben admitted as he scratched his head. "She usually carries herself in a calm and controlled manner. I don't think I've ever seen her get so serious before in all the time I've known her, although that is only a short while. Must be something important," he concluded with a shrug as they continued down the street.

Just as they were a few feet away from his house, Ben stopped suddenly when he felt a sudden ice-cold shiver run up his spine.

Asia had clearly experienced the same thing if her similar shudder was any indication. "I just felt a chill come over me all of a sudden," she gasped.

"Yeah, me too, and not a good kind either," Ben muttered, more to himself than anything. "Now that I think about it, I swear I've felt this feeling before…."

 _ **[It's the exact same feeling you had when you encountered that exorcist, Freed,]**_ Azmuth explained, his voice entering Ben's head abruptly.

Ben's eyes widened when he realised that Azmuth was right. It was back when he first encountered that crazy exorcist on his second contract. Without thinking, he suddenly charged towards the house and barged through the unlocked door to find the hallway in complete darkness. Asia quickly followed after him and entered the house as Ben summoned both his Sacred Gears to his arms.

 _ **[Be careful, Ben. It's inadvisable for your secret to be discovered,]**_ Azmuth said warningly though that was the farthest thing from Ben's mind right now.

" _I don't give a shit about that now, Azmuth. If someone's here to hurt my mom then I'm going to end them,"_ he replied firmly as he slowly advanced into the dark house.

He got no further than a few steps before he heard the familiar sound of his mother's laughter coming from ahead of them in the living room which was the only source of light he could see.

"Mom?" he asked cautiously, taking a few more steps towards the living room. "Are you there?"

"Of course I am Ben. I'm in the living room, sweetie. Come here. There's someone you should meet," his mother's voice called out from the living room doorway, slightly easing his concern.

Ben cast a quick glance to Asia who was sticking close to his side before he started edging further towards the light source. He hid his Sacred Gears as he reached the living room doorway. There was no need for them if his mother sounded so familiar with whoever was giving off this tingling sensation in the back of his neck.

He froze when whoever was in there with his mother answered a question that was presented to them and a horrible sensation came over him, way worse than before, when he recognised the voice.

' _Oh no,'_ he thought despairingly. _'I recognise that voice. Oh please don't let 'it' be here.'_

He poked his head round the doorframe to see his mom sitting in her usual chair and happily talking to the two young women he suddenly noticed sitting on the sofa opposite her. They both wore white robes that covered everything below the neck and highlighted their allegiance to the church, they both appeared to be around the same age as him and one of them had deep blue hair with a small patch of green hair on her fringe while the other had deep orange hair.

Beside the blue-haired young woman was a bundle of rags which covered up a mysterious object. For some reason, when Ben looked at it he got a bad feeling. It was as though it didn't want him to look at it.

 _ **[Careful, Ben,]**_ Ddraig said warningly. _**[That object is giving off the same energy as a Holy sword, an Excalibur in fact. I can also sense the exact same energy radiating from the other girl even if I can't see it.]**_

" _Oh it's worse than that, Ddraig,"_ Ben said back to the crimson dragon with horror as his gaze fell on the orange-haired girl sat on the sofa. _"Much worse."_

"Long time no see, dweeb," the orange-haired girl said with a smile on her face.

* * *

(A few hours later)

"I'm so glad you're okay!" Rias exclaimed as she wrapped Asia and Ben in a tight embrace.

They were currently in Ben's bedroom and Rias had just returned from her meeting with Sona, rather hastily in his opinion, and expressed her extreme relief in discovering the two of them unharmed after their recent visit by the two Excalibur users.

It turned out that that was the reason Sona had requested to speak with Rias in private. The two exorcists had apparently appeared in front of the school that morning and expressed a request to speak with Rias tomorrow in the clubroom.

"You're not hurt are you?" she asked with worry, no sign of her breaking off her hug anytime soon. "I swear if one of those exorcists so much as laid a finger on you I'll…."

"There's no need to worry, Rias. We're both okay," Ben said consolingly, rubbing her back slowly for good measure. "I must admit though that I was extremely surprised to find out my cousin's working for the church."

"What?" Rias asked, drawing back slightly to look at him with surprise. "Are you sure it was your cousin?"

"Well, we didn't really see each other in the last two years I was in America, but I still remember her enough to recognise when she's sitting in my living room without a care in the world."

 **. . . . .**

 _Flashback_

 _Ben stood frozen as he stared at his cousin, Gwen Tennyson, who was sat down on the sofa and, not only looking like she's already herself feel at home, looking at him with a smug grin on her face._

" _Bet you weren't expecting to see me anytime soon, were you?" she asked with a polite smile._

" _W-W-W…." Ben was at a complete loss for words. "W-What are you doing here, and more importantly...since when were you a member of the church?" he asked with great shock as he stared, wide eyed, at her._

" _What's wrong with that?" she retorted in a tone of voice he was all too familiar with when he was forced to be in the same room as her when their families met up. "You don't know what's been going on with my life since we last met…just like I don't know what's been going with yours," she added with a slightly raised eyebrow._

 _It didn't take much to work out what she meant._

" _She knows I'm a devil," he said in his head to his dragon companions._

 _ **[Keep your guard up, young one,]**_ _Azmuth cautioned him._ _ **[She may be family but that doesn't erase the fact that she's part of the church…and she wields a Holy sword.]**_

" _Oh, I wouldn't put it past her to attack me with just her fists. She's way worse than my sister in that she wasn't against biting when we used to fight each other," Ben replied mentally as he glared at his cousin who was completely ignoring him, another one of her tactics._

" _How have you been, Gwen?" his mother asked, bringing Ben's attention back to the here and now. "It's been ages since I last saw you and your parents. How are they doing by the way?"_

" _They're doing very well, auntie, thanks for asking," Gwen replied with genuine eagerness._

 _The rest of the next hour and a half was exclusively taken up by Gwen and Ben's mother catching up on everything they had missed out on in the last two years. Even back when they were living in the States, the two of them got along like a house on fire; when Ben and Gwen weren't in the same room to start a fight that is._

 _The conversation came to a stop when the blue-haired girl sat beside Gwen who hadn't taken her scrutinising gaze off of both Ben and Asia nudged her arm gently to attract her companion's attention. Gwen glanced towards her and they must have exchanged knowing glances to each other as Gwen soon turned back to look at Sandra with a small smile. "I'm sorry auntie, but we're going to have to head off. Something important has just come up that we can't ignore." The two young women stood up from their seats, the blue-haired girl taking the bundled up Holy sword with her as she did so._

" _Aww, leaving so soon?" Ben muttered sarcastically, ignoring the light slap on his knee courtesy of his mother. She was fully aware of their rivalry and was often the one to break up their little wrestling matches before they broke something in their boisterous tumble._

" _Yes we are," Gwen replied in an equally sarcastic tone to her annoying cousin before a smug smile returned to her features. "But I can easily come back here so we catch up some more auntie. I do enjoy your company."_

" _Of course," Sandra said kindly as she stood up to escort the two girls to the front door. "Don't hesitate to come round whenever you want. Your always welcome here. You are my favourite niece after all."_

 _They had exited the house before Gwen turned back around and gave her aunty a quick hug while chuckling softly. "I'm your only niece, auntie Sandra," she said sweetly before breaking away from the hug and joining her silent friend as they headed off down the dark street before being swallowed up by the darkness._

" _I do hope they'll be okay," Sandra said with concern in her voice as she watched them disappear down the road. "Who knows what kind of weirdos prowl the streets at night."_

 _Ben chuckled softly and patted his mother on the shoulder consolingly. "I know; we just watched her leave." Sandra smacked his arm though there wasn't any force behind it. "You don't worry about her, mom. You already forget all those fights you had to break up between us?"_

" _How could I possibly forget those?" she replied with a chuckle at the memory. "Sometimes I felt like I was trying to break apart a fight between two alley cats."_

 _Ben chuckled at the image the simile brought up and followed his mother back into the house, closing the door behind him._

 _Flashback end._

 **. . . . .**

"And that's all that happened?" Rias asked seriously, her arms still wrapped around the two young devils. "They didn't talk about anything else?"

"No. Nothing else," Ben replied. "As I said. Gwen seemed genuinely happy to see my mom and catch up on 'old' times so I don't think she had any ulterior motives. But the other girl though…." Ben trailed off as he thought back to the strange girl who had never said a single word throughout the entire visit. "She never said a word but she stared at both me and Asia the entire time. I asked Azmuth and he said that the mostly likely reason they were really here was to find out, for definite, if we were devils or not."

"And you're absolutely certain that they were carrying Excaliburs?" she asked him firmly.

"Yeah. Azmuth seems to think so anyway. I didn't even have to ask him about the strange feeling I got when looking at the bundle of rags before he said that it had to have been an Excalibur from the intense Light aura emanating from it. He said that he could also sense the same thing coming from Gwen though neither of us could see a sword anywhere on her."

Ben's answer didn't do much to quash Rias' worries. "I am not letting either of you out of my sight again. Do you hear me? I feared the absolute worse on what I would find when I got back. I can't tell you how relieved I am that you're both okay."

Ben's room returned to silence as they simply enjoyed the warm, comforting hug. Ben even returned it and rested his chin on the top of her head to comfort her and relieve her of her fears. After a short silence, Rias broke apart from them and sat down on the edge of Ben's bed and rested her elbow on her knee and her chin on that hand as she became lost in deep thought. Asia joined her on the bed while Ben sat down in his desk chair.

"So Sona didn't tell you what they were doing here?" he asked her, drawing her out of her thoughts.

"No," Rias replied with a slight shake of her head. "They never said why they were in devil territory, only that they wished to speak with me tomorrow. Perhaps they'll tell us why they're here then."

* * *

(Next day. In the clubroom)

Everyone was gathered in the clubroom and waiting for the two Excalibur users to arrive. Everyone, that is, except for Kiba who was _still_ missing from their last job with the stray devil. He hadn't come back from his walk or whatever he was doing and everyone, including Ben, was starting to get very worried about him.

Rias was sat down on the sofa with its back to the window while the rest of her peerage was standing behind her. Ben cast a quick glance over at Rias to see that she was clearly thinking the same thing. She adamantly refused to relinquish him from her service though that didn't stop her from worrying about her Knight.

The atmosphere in the room tensed up when they all suddenly heard a knock on the door. As Ben was the closest person to the door, he walked up to it and opened it to allow Gwen and her silent, blue-haired companion to enter the room and take the offered seat opposite Rias which they accepted politely. Ben closed the door behind them and took his original spot beside Asia again.

There was an incredibly awkward silence for a few seconds before Rias put the cup of tea she was drinking from back onto the table and looked at the two young women with a polite smile on her face.

"Well, to what do I owe the pleasure of your visit? I was told that you wished to discuss something with me," she said, breaking the silence with forced politeness. Ben could sense that it was due to years of rigorous lessons in the etiquette of noble devils that allowed her to pass it off so easily. "What can I do for two members of the church?"

Ben was surprised when the blue-haired girl suddenly spoke first. He had started to believe that she couldn't speak at all until that point. "Firstly, I would like to express our thanks for you agreeing to speak to us at such short notice," she said politely before bowing her head respectively. "My name is Xenovia Quarta."

"And I'm Gwen Tennyson," Gwen added, also with a respective bow.

Ben didn't need to look at them to know that Gwen's surname had surprised both Akeno and Koneko and, without turning his head, answered the question on their lips.

"Cousin," he muttered in a resigned tone. Out of the corner of his eye, Ben could see the two devils nod their heads in understanding and return their attention to their new 'guests'.

"So what is the reason you wished to speak to me?" Rias asked again, getting the conversation back on topic.

"Recently, three Excalibur Holy Swords which were kept by the Vatican, Protestant Church, and Eastern Orthodox Church were stolen by an unknown party," Gwen explained to the gathered devils.

"The only thing we know for certain is that this unknown party is working with the Fallen Angels," Xenovia added from her spot beside Gwen and held out the wrapped up sword beside her. "These are from the ones we have left," she said as she removed the cloth to reveal the large sword in her hands.

Ben felt a chill run up his spine as he looked at the Holy sword. Even by just looking at it, he could tell that it was an extremely deadly sword and didn't have any doubt that he could be seriously hurt by simply touching it.

"The Excalibur I wield is called the "Excalibur of Destruction". Until I was presented with it, it was in the control of the Catholic Church." She then replaced the cloth on the sword to cover it up and Ben felt himself relax with the sword out of sight though he still felt uneasy with it being so near to him.

Gwen then extended her arm out of her robes to show a frilly bracelet wrapped around her bicep. Even as he looked at it, the bracelet started to move as though it were alive until it had transformed into a katana. Once again, Ben felt a sharp chill run up his spine at the sight of the sword. He just couldn't help but be cautious around such a sword.

"And mine is known as "Excalibur Mimic" and used to be in the possession of the Protestant Church before I was given it."

"And what exactly do you want me to do?" Rias asked politely, showing no indication that she had been affected by the appearance of the Excaliburs.

"We want you to stay completely out of our way," Xenovia said simply yet firmly. "This had nothing to do with devils; it's strictly between the church and the Fallen Angels. The last thing we need is for the devils of this town to…."

"Side with the Fallen Angels?" Rias said abruptly, cutting Xenovia off mid-sentence as a dangerous aura suddenly surrounded Rias as she glared at the blue-haired Holy Sword user. "I would like to make myself very clear when I say this: No member of the Gremory household would _ever_ work with the Fallen Angels."

A small smile appeared on Xenovia's face as she stared at Rias, seemingly unperturbed by Rias' sudden outburst before. "I'm glad to hear that, sister of the Great Devil King, but I would still appreciate it if the devils kept out of our way while we complete our mission."

"I would've thought that the church would have sent more than just the two of you to get those stolen swords back," Ben stated, curious as to the church's unusual way of handling the situation.

"Our superiors believe that we are sufficient enough to retrieve the stolen Excaliburs and bring them back to where they belong," Gwen retorted confidently as she stared at her annoying cousin. Nothing seemed to have changed in the two years since they last saw each other, though she wasn't really that shocked to be honest. Ben glared at her but didn't take the bait and remained silent.

"Out of simple curiosity, do you happen to know the name of the Fallen Angel behind the Excalibur thefts?" Rias asked the two exorcists with intrigue.

"We do actually," Xenovia replied politely before casting a quick glance to Gwen where they exchanged a silent discussion. It lasted a few seconds before she turned back to Rias. "I don't think there's any problem with telling you his name. The Fallen One behind the thefts is known as Kokabiel."

Rias and Akeno gasped, clearly recognising the name.

"You're going up against a Leader-class Fallen Angel? Do you plan on dying? He will certainly kill the both of you and simply take your Excaliburs too," Rias declared with exasperation.

"We were made fully aware of the kind of person we were dealing with when we set out for our mission," Xenovia replied honestly. "We do what we must for God; if it means our death then so be it. Should we be unable to retrieve the Holy swords, we have our orders to destroy them before they can be used by the Fallen Angels."

With that said, the pair of them rose from their seats and made their way towards the doors when Xenovia seemed to suddenly remember something and turned back to the assembled devils, her gaze fixing on Asia. Her gaze was so intense that Asia became, understandably, very nervous and took hold of Ben's arm for comfort.

"I almost forgot. I thought I recognised you from last night. Asia Argento, the former Saint who fell from God's grace when she became a devil." Asia lowered her head, desperately trying to get out of Xenovia's piercing gaze.

Gwen appeared confused at first before she too looked back at Asia and her eyes widened as she recognised the name.

"Seriously?! This is Asia Argento? The witch who was a Saint, only to be rejected when she once healed an injured devil?" she asked with something akin to awe.

"How the hell can you possibly know about that, dweeb?" Ben asked, taking great delight in the annoyed expression which appeared on her face every time he used that name for her. She really hated it and he knew it.

"Of course I do," she retorted with frustration. "It's a fundamental lesson in the church to warn us of what happens when we give in to temptation and fall away from God's grace."

Ben struggled to keep himself calm at that moment after hearing Gwen's words. After everything those in the church put her through, right to the point of exiling her for healing a wounded devil, they were now using her as a lesson of what 'loyal' followers of the church had to be cautious of.

He'd rather be killed again before he let anyone from the church mess around with her new life for their own ends. He simply wouldn't allow it.

"Tell me." Ben was brought back to the real world at Xenovia's words. "Do you still believe in our God?" Asia gasped and raised her head to look at Xenovia with shock.

Before she could answer, however, Gwen beat her to it. "Oh, I wouldn't expect her to, Xenovia. She's a devil now, completely over us," she pointed out, one hand on her hip while the other gestured to the ex-nun hiding beside Ben.

"Yes," Asia replied meekly, yet truthfully, as she raised her head, her eyes watery as she said it. "Even though I am a devil, I haven't been able to give up my faith in him, no matter how much it hurts when I mention His name."

"If that is the case then allow us to execute you now so you can face His judgement," Xenovia said bluntly as she brought up her Holy sword though she kept it in the cloth covering it.

That was the final straw for Ben and he took a step forward, hiding Asia from Xenovia's gaze. "That's it! I tried to stay quiet but I just can't do it anymore," he declared as he glared daggers at Xenovia who, to her credit, didn't appear fazed by him.

Before he could take another step towards the blue-haired exorcist, Koneko put her arm out and placed it against his chest, holding him back with her impressive strength.

"You're not helping," she muttered warningly though Ben just didn't care anymore. They had gone too far!

"I don't care, Koneko," he retorted angrily, not taking his eyes off of Xenovia's. "Do you have _any_ idea what you people did to her? Do you? You controlled her entire life when you found out about her power and _you_ have the nerve to call her a 'witch'?"

"Believe me when I say that calling her a "witch" is the kindest thing I can call her," Xenovia replied simply.

Ben took a deep breath to calm himself down from Xenovia's words. "You people used her for your own ends, preventing her from having a normal childhood! The church was the only family she had after her parents abandoned her…and yet you simply exiled her for healing a single devil? She didn't want any of that! She just wanted to live a normal life."

"A true saint can live off the love of God alone," Xenovia responded unabashedly. "If Asia makes sacrifices for anyone besides God then she was never a true saint," she said coldly.

"Well that's good," Ben stated angrily, his temper rising ever so slowly. "She never asked to be a saint in the first place. She's with us now and I can guarantee that she is much more appreciated with us than she ever was with the church!"

"And who are you exactly?" Xenovia asked with her eyes narrowed as she glared at him.

"I'm her friend. No, I'm more than that; I'm her family, and if you try to hurt her then I won't rest until you pay."

"That's quite a bold statement, devil," Xenovia said with a smug smile. "Do you plan on making an enemy of the entire church then? Pretty big talk for a little devil like yourself."

He tilted his head slightly to pop the muscles in his neck before walking towards Xenovia, coming to a stop right in front of her. He could hear Rias and Akeno giving him warnings about calming down and stepping back though he didn't pay any attention to them as all his focus was on the arrogant exorcist before him.

 _ **[Careful, Ben,]**_ Azmuth cautioned in Ben's mind. _**[You are still a devil and attacking these two exorcists could spark another war.]**_

Ben was forced to listen to Azmuth's words and took a deep breath to calm himself down before speaking again. "I'm warning you right now, not as a devil or member of Rias' peerage but as both the Dragon All-Father and the Red Dragon Emperor, that if you want her then you'll have to go through me first." The eyes of both Xenovia and even his cousin visibly widen at his titles and he smirked slightly at them. "And I don't think I need to remind either of you what happened the last time you angered a dragon like Ddraig."

The name obviously meant something to them as he could see his cousin out of the corner of his eye gasp slightly at the name and gulped as another lesson she was taught back in the church came to the forefront of her mind.

 _ **[Huh. Seems my name still sparks fear into mortals. I approve wholeheartedly,]**_ Ddraig muttered with amusement.

"Ben, that's enough," Rias called out from his left and, deciding to listen to her this time, he took a step back towards Asia and the others with his eyes still fixed on Xenovia.

"What perfect timing. I'll take both of you on," a familiar voice called out from the doorway to the clubroom.

The new voice distracted both Ben and Xenovia who broke eye contact with each other to turn their attention, like everyone else, to the origin of the voice to see Kiba leaning against the door he had just come through without anyone realising.

"And who are you?" Xenovia asked in a bored tone as she stared at the new arrival.

"I'm your superior, though I'm considered a failure. It's nice to meet you," Kiba said though it was clear to everyone that he didn't mean those words at all.

"Kiba," Rias gasped, surprised at seeing him again after nearly two days of nobody knowing where the hell he was.

"If you think you stand a chance against my Excalibur, why not have a match to find out," Xenovia said sharply at the Gremory Knight.

"I think I'll join you," Ben added, stepping forward as he said this.

He wasn't going to let that bitch get away with threatening Asia, not by a long chance.

 **. . . . . . . . . . . . . . . . . . . . .**

 **A/N: You're probably asking the question: "Hey, DragneelGiant96! Why didn't you release this chapter yesterday like you said you would?"**

 **Well. I recently had two law university exams this week which took up almost the entire past two weeks. They were a real bitch but I was at least able to write something which is a good sign, right? The other reason is that I recently became a volunteer worker for a charity and was called out for assistance in the work they do. It was a few hours later that I was able to get back but that meant I didn't have time to proof-read this chapter and correct any mistakes I may have made.**

 **Now that my apology is over, I'll now move on to the rest of my A/N. you will no doubt have noticed that I have replaced Irina with Gwen. There was no malice in my decision; I don't hate Irina. It's just that I wanted to include Gwen into my story somehow and this just seemed to work the best. You'll probably wonder what I've done with Irina and the short answer is: I've removed her from this universe. I wanted to change the story and decided to take this approach; she won't ever appear in my story so please don't leave replies asking me if she will.**

 **She won't.**

 **And for those who keep up with the LN of DxD and will no doubt be wondering about something so I'll make this completely clear right now: Ben and Gwen will NEVER be in the same relationship that Issei and Irina were. That's simply a step too far for me to make. They will simply not hate each other like before (think of their relationship in Ultimate Alien).**

 **The poll is still open and I can say that the vote is still tied either way. I hope that more people will make their vote known in the future. I'm open either way to the outcome but I would enjoy the challenge of writing Vali as a female.**

 **. . . . .**

 **I'll now finish off this chapter with your reviews and I must say that I can't believe how many I got after this chapter.**

 **Ultimatrix bearer:** **Thanks for your review. It's reviews like this that make writing this story all the more worth it. I'm so grateful to have fans like you and hope this chapter was just as good as you hoped it would be.**

 **R r guy:** **I've already got a plan in mind for Albedo and I don't want to reveal anything before I'm ready. I will say though that it certainly won't happen until after the Juggernaut Drive arc so there's no need to get too worked up over what's going to happen for the moment.**

 **Again, I've got something in mind concerning either Vilgax or Diagon (don't want to confirm anything just yet).**

 **I've actually been thinking about something along those lines myself. It's certainly a good and unique concept. The only issue I have, though very slight, is that I think that could be simply too much. The demonic forms already have their ultimate forms and adding Scale Mail-like armour to them would make them too powerful in my opinion. Don't fret though, I do have something special in mind for what Ascalon can do.**

 **The idea of making Ben a descendent of Sir George is an interesting idea and one I will consider for the future possibly.**

 **Magical fan18:** **That's an interesting idea but, sadly, not something that I would consider putting into my story. I could imagine how Ben would react to finding this out but I don't think I'll write into my story, sorry.**

 **Treyalexander63917:** **I agree with you there. It really amazed me that the girls of the ORC who spend so much time with Issei were completely blind to the trauma that he was suffering from. I decided to change that part for my story but that's certainly not saying that Ben isn't suffering from some sort of trauma (who wouldn't after what he's been through?). Because of Azmuth's power, his trauma is being suppressed by the confidence and lack of anxiety his aura brings on.**

 **I plan to write an original arc talking about that very topic but that won't happen until the end of the third series of the anime which won't be for a while.**

 **Johnathen:** **I'm hesitant to add too many new forms into Ben's Gear but I may replace the appearance and powers slightly of current forms that he has. I don't want to say too much but keep an eye out for Whampire in the not-so-distant future.**

 **Concerning your idea for a demon which can break through the fourth wall. I don't think that would work for the style of story I'm writing. While I may put comedic parts throughout my story, it isn't something I intend to put in it beforehand. If it happens, it happens. I feel that a demon which frequently breaks the fourth wall would have to be a particularly humorous character and I wouldn't want to potentially ruin my story simply because I'm not funny enough to pull it off.**

 **YuNaru19:** **I'm considering something along those lines but I will keep what I have planned for Ddraig's additional power a secret until I'm ready to reveal it.**

 **Great Saiyaman54:** **Great minds think alike, huh? I always planned to make Ben do something like that on open day. The only thing to think about is what to make him create.**

 **I will seriously consider making Kokabiel fight Rath. He's one of my favourite forms and I think he would teach that asshole Fallen Angel a lesson he won't soon forget.**

 **Indominus:** **I hope this chapter was just as fun for you to read as it was for me to write.**

 **Nivek Beldo:** **Argh! You're asking me to reveal my secrets before I'm ready to reveal them myself. They are all good suggestions but I already know who the being imprisoned in the Dimensional Gap is and will keep them a secret until they are ready to be shown.**

 **Thanks for your opinion on the way I have written Ben. I hope to keep up this standard and ensure that no cringe-worthy moments which were seen in the anime or LN make their way into my story. As I'm not restricted by particular restrictions to what I can write, this story will be much more than the anime ever was if I can help it.**

 **. . . . .**

 **Until next time, see you.**


	15. The church is working with devils?

**A/N: Welcome back to yet another chapter for** _ **Ben 10: Dragon God of Life!**_

 **First off, I'd like to thank everyone who has voted in my poll so far. It's still open to more votes for a few more weeks until I announce the final result. Until that moment comes though, I hope I can encourage more of you guys to make your opinion heard; it's pretty even at the moment so I hope that more people place their vote to whichever outcome they would prefer.**

 **I know which outcome I would prefer but I'm leaving it up to you to decide whether it happens or not.**

 **I would like to, once again, thank everyone who reviewed my last chapter. I'm glad that I'm able to encourage a response from my readers which is, after all, one of the main things that draws people to writing fanfiction. I hope to receive even more votes in the future but I don't want you to feel forced. I would much rather prefer a genuine review either praising my, suggesting something or even criticising it (constructively of course. I've got no time to be bothered with simple criticism that admonishes my story. I'm NOT an author by trade! I do this for the fun of it. I don't get paid for this, unless you count reviews which I believe a fairly high number of fanfic writers do.**

 **Enough of this though. On with the chapter.**

 **(*I don't own anything blah, blah, blah*)**

 **. . . . . . . . . . . . . . . . . . .**

The back of the old school building provided the best location for the imminent battle; it was a fairly large clear area that was surrounded by the tall, leafy trees which called the school grounds home. In the few minutes it took for everyone to gather at the clear location for the fight Ben caught sight of the spot he had taken up under the tree when he saw Rias for the very first time. How little did he realise how life-changing such a simple thing like that was? The mere thought of it brought a small smile to his lips.

This didn't go unnoticed by his opponent.

"What's so funny, doofus?" Gwen asked a few feet away from him as she looked at her cousin with a look of contempt for him on her face.

Ben returned his attention back to the clearing to look at the two Holy Sword users who stood opposite him and Kiba on the other side of the clearing while Rias and the others were spectating from the side. Gwen was going to be his opponent for this fight; not that she was his first choice though. He had originally wanted to have Xenovia as his opponent so he could teach her a lesson for speaking to Asia in such an insulting way. However, Kiba had stated that he would fight Xenovia and Ben didn't feel like arguing with the blond-haired Knight when he had such a look of determination on his face.

He wasn't completely disappointed with who he was going to fight though. He knew without any shadow of a doubt that they would have ended up fighting each other at some point, whether it had been in his home last night or sometime in the near future.

This match was simply moving the schedule up a bit.

Ben observed his and Kiba's opponents and held his tongue in his cheek as he inspected their…unusual style of combat dress. They had removed their white robes for the fight to reveal the pair of them dressed up in black, skin-tight, long-sleeved suits with a pair of thigh-high boots to complete the unique look. Ben couldn't help but notice how flattering the look was on Xenovia as he admired how the suit hugged her body in all the right places that helped emphasise her hips, waist and particularly her large breasts. They weren't as large as either Rias or Akeno's but they were still fairly large.

The same could not be said for his cousin, however. In all the years he knew her, she always made herself out to appear as some stuck up little prude, in his opinion, and her choice of dress was completely out of character for her.

"Oh nothing really," Ben said, answering Gwen's question with a small smile on his face. "I was just observing the church's unique choice of battle dress. Seems a bit risqué to me, but that's just my opinion."

"Oh shut up," she retorted. "You won't be so cocky when you see my skills with Excalibur Mimic." Gwen's smug grin that Ben always hated returned to her lips. "I can't recall that well. How did our little scraps end back in the old days?" she asked with false innocence as she remembered perfectly well how their fights ended up.

Ben narrowed his eyes at his cousin as past memories came flooding back into his head. "A lot's changed in the last two years."

"That's true," Gwen conceded with a small nod of her head before pulling the frilly bracelet off her arm and willing it to transform into the katana from before; and just like before Ben felt a wave of unease wash over him as he looked at the blade in her hands.

 _ **[Be careful, Ben,]**_ Ddraig warned sternly. _**[As you were told by the others. Holy swords are incredibly dangerous to devils. If you get cut by it, you can be seriously wounded, if not outright killed by it.]**_

 _ **[He's right, young one,]**_ Azmuth added after Ddraig had said his piece. _**[I doubt none but your toughest forms would be able to survive even a single blow from such a powerful weapon.]**_

Ben cast his gaze from Gwen's sword over to Xenovia's blade which looked just as deadly as one would expect from such a legendary sword.

Xenovia stared at Kiba as he drew his own sword out of thin air. "You look uneasy, devil. I wouldn't blame you if you were having second thoughts about facing me," she said with a small smirk on her face as she took up a combat stance in anticipation for the imminent fight.

"Not likely," Kiba retorted with a determined glare as he also took up a battle stance facing the azure-haired Holy Sword wielder. "You have no idea how long I've been preparing for this."

"I still can't believe that you're now a devil," Gwen said with a slight shake of her head, drawing Ben's attention back to her. "How low you have fallen, dear cousin of mine…not that it matters though. You may have become a supernatural being but I can still beat you in a fight. I have an Excalibur for crying out loud!"

"I think you may be surprised, dweeb. I have a few tricks up my sleeve that you don't know about," Ben retorted with a glare as he summoned both his Sacred Gears and brought up his arms into a combat stance.

"You seem to be so full of yourself," Gwen countered as she crouched slightly in her own combat stance with her sword pointed towards Ben menacingly. "Guess I'll have to remind you how outmatched you are against me."

Almost as soon as Rias gave the signal for the two fights to begin a few seconds later, Gwen lunged forward, leaping through the air as she got closer and closer towards Ben with her sword raised above her head to strike down at him and the end the fight there and then. Just as the blade was about to come down on his head, Ben reacted instinctively and dove out of the way of her deadly blade as it cut through the air where he had been standing just a few seconds ago.

Ben rose up into a kneeling position from his dive and spun around to face Gwen again. He brought his left arm up and quickly cycled through the library of demon forms as he searched for the perfect form to deal with Gwen and her dangerous blade. He slammed his fist down on the dial just as Gwen spun around and lunged toward him again with her sword primed to cut him in half across the waist. He disappeared in a flash of green light which covered the entire clearing and momentarily distracted Kiba and Xenovia from their own intense fight.

 **[Transform: Diamondhead!]**

The light disappeared to reveal Ben in his diamond-hard Petrosapien form. His left arm had morphed into an incredibly sharp blade and was currently blocking Gwen's sword strike before it could reach his body. He had absolutely no idea what effect being struck by a Holy sword like Excalibur would have on his crystalline body and he wasn't really tempted to test it out right now.

Gwen stared, wide-eyed at the large demon before her which had just taken the place of her cousin. Even Xenovia, standing on the other side of the field, was not expecting that to happen and was only brought out of her stupor when Kiba re-engaged her again with fiery determination, restarting their own sword fight again.

Ben stared at Gwen with a triumphant grin on his chiselled face. Even while kneeling, he was so tall that he slightly towered over her smaller form. "You weren't expecting that, were you?" he stated smugly as he slowly brought himself up from his kneeling position and brushed Gwen's sword away with his impenetrable, crystalline arm. "I told you I had some tricks up my sleeve. I'm not the same cousin who you used to fight with all those years ago."

Gwen, seemingly undeterred by Ben's hulking figure, leapt back a few feet to get some space from him and took up another combat stance as she stared at his towering pale-green form. "I have to admit that that's a pretty neat trick," she conceded with a small smile appearing in the corner of her mouth. "But can you handle an experienced swordswoman like me?" she asked before suddenly charging towards him again and began to attack him with a flurry of multiple strikes against his virtually impenetrable crystalline surface.

Due to his large size, Ben didn't have the speed to block every single one of her strikes though he did stop around a third of them with his arms which he had morphed into sharp blades. It wasn't all bad though as, with a combination of the way he protected his body with his arms and the way his body naturally appeared, he was able to prevent her from striking any of his joints where his crystalline body was at its 'weakest' in his arm, neck and leg joints.

"You're so slow, Ben," she taunted as she danced around him, bringing her sword repeatedly down against his body every now and then. Ben growled under his breath and made to punch Gwen but missed as she easily avoided his blow which impacted the ground, bringing up a small explosion of dirt and leaving a small fist-shaped hole in the ground. As his fist hit the floor, a ring of crystal shards the same colour as him suddenly burst out of the ground around him. The sudden attack caught Gwen off guard and it was only due to her quick reactions that she was able to dodge the protruding crystals relatively unharmed.

"You're starting to get _really_ annoying," Ben grumbled as he leapt over the ring of crystals and slowly approached Gwen who rose to her feet once again.

Before they could continue with their little exchange of taunts and insults, they were distracted when they heard a loud explosion followed by a strong blast of air which knocked Gwen from where Kiba and Xenovia were fighting. They turned their gazes over to them to see Xenovia standing in the base of a large crater while Kiba stood on the edge of it. Xenovia's Excalibur was buried into the earth and obviously had been the cause for the sudden change to the landscape.

' _This is starting to get a little out of hand!'_ Ben thought as he examined the large crater Xenovia had just created. He could see the look of pure loathing in Kiba's eyes as he glared at the Holy sword in Xenovia's grasp and knew that Kiba wouldn't hesitate to kill the exorcist in order to destroy it. While he didn't like her attitude nor the way she treated Asia, Ben couldn't just let Kiba lose it and kill her with the near certainty that it would reignite the war between devils and the church. While that was a true fear of his, he seriously doubted that Kiba could do so anyway in his current, emotional state. He had seen enough films and read enough books to know that anger was only so good an emotional state to be in when fighting someone to a certain extent. In most case, it just made the hero or heroine lose focus and leave themselves prone to making easy mistakes.

"For crying out loud, Xenovia. If you're going to destroy the place, at least give me some warning before you do it," Gwen grumbled to her destructive partner as she rose to her feet again, her sword still in her hand. She looked back to her opponent to see that he was still staring at the destruction caused by the fight between other two sword users which was slowly growing more and more intense by the second and wasn't paying any attention to her.

Sensing an opportunity in his this, she charged forward and made to slash Ben across his waist and take him down and hopefully bring their fight to an end. However, just before her sword made contact with him, Ben caught sight of her movements out of the corner of his eye and sidestepped the sneaky blow and returned his attention back to his own opponent with a scowl forming on his extremely chiselled jaw.

"What the fuck was that!?" he exclaimed at the young orange-haired woman incredulously. "Attacking me when I'm not watching!? That's a low blow, even for you, Gwen!"

"Serves you right for not paying attention in the middle of a fight," Gwen retorted, defending her action, as she took up her fighting stance again to continue their fight from before they were interrupted...but Ben had no intention of letting his fight continue, nor Kiba's.

They were both getting quickly out of hand and he was going to put an end to them right now.

He slapped the back of his left hand, right where the dial was located in his Sacred Gear, and disappeared in a small flash of light for a split second before he returned back to his normal form. But before anyone could react to this or ask what he was planning to do, Ben had quickly cycled through his library of forms and picked the form he wanted and slammed down the dial again, losing himself in the bright emerald green light which immediately followed.

 **[Transform: Biosovortian!]**

The green flash of light died down to reveal Ben's new form to everyone who was looking at it. This meant everyone except for Xenovia and Kiba who were too lost in their own little world to be distracted by his transformation again. He was the same height as before, if not growing an extra foot taller, and had a bipedal form which had crab-like pincers instead of fingers and thumbs. His metallic head floated between two high points which protruded from where his shoulders were. He mainly had a pitch black metallic surface though there were areas along his body, primarily around his arms and feet as well as across his chest, which were bright yellow in colour.

"Not that this hasn't been a happy reunion but I think it's time I put an end to this," he said in a metallic voice and raised his left arm up, pointing his pincer towards Gwen who immediately went on the defensive as she had never seen what he had turned into before and wasn't taking any chances with what it could do.

Just as Rias and Akeno were about to ask Ben what this new form of his could do as they too had never seen him transform into the demon standing in front of them before, the air in front of his pincers began to shimmer slightly and streak through the air towards Gwen and, when it struck her, appeared to have no effect whatsoever. Gwen noticed this and was about to make another snarky comment but it never escaped her lips as she noticed the faint lines of a smile appear on the face of the creature that Ben had become. Just as she was about to launch a counterattack, Gwen suddenly felt as though invisible hands had taken hold of her sword and were pulling with all their might in an attempt to pull it out of her tight grasp.

"W-What's going on?" she grunted as she slowly but surely felt herself start to be pulled along the grassy clearing towards Ben, despite the immense effort she was putting into trying to escape from his clutches. "What are you doing to me!?"

Ben chuckled at his cousin's futile struggle. "It's pretty simple really, my dear, ignorant cousin. This demonic form I'm in now has the power of magnetism; that's the ability to control all things made of metal in case you didn't know. Neat, huh?" he said with an amused smirk on his floating head. With his cousin's weapon firmly in his magnetic grip, Ben turned his attention over to Kiba and Xenovia who were only getting more and more violent in their fight and Ben feared that something was going to happen really soon if he didn't do something now to stop them.

He extended his right pincer up towards the two of them as the air, once again, began to shimmer in front of it and make its way towards the two of them. He soon 'felt' himself make contact with their weapons and proceeded to do the same thing he had done to Gwen's weapon and held their swords where they were.

This didn't go unnoticed by the both of them as they strained to break free of whatever invisible force was holding their blades in place though this was met with as little success as Gwen's attempts were.

"What's going on?" Xenovia demanded as she pulled at her motionless sword with as much power as she could muster though nothing changed and the sword remained where it floated.

Kiba appeared just as frustrated and confused as Xenovia, if not more, before looking across the field to see Ben, transformed into something he had never seen before, pointing his pincer towards them. It didn't take more than a second for him to piece things together. "Ben? What do you think you're doing!? Release my sword at once!" he demanded with frustration in his voice.

"Can't do that I'm afraid, Kiba. The two of you were getting very close to the point where one of you was about to kill the other. I know we agreed to a friendly fight but you were letting it get out of control so I had to put a stop to the both of you before that happened," Ben replied as he held the swordsman and two swordswomen in place with his form's unique abilities.

"Let me go!" Kiba demanded again, his glare returning to Xenovia, or rather the Excalibur in her hands. "After all these years, I've finally come face to face with an Excalibur. I _have_ to destroy it!"

"I understand that you have a history with Excalibur, Kiba, but I can't allow you to start a war between Devils and the church," Ben replied firmly, refusing to release his hold over their weapons until they ended their fight.

"I think Ben may be right," Rias called out from the side line and approached them with Akeno, Koneko and Asia following after her. "Thank you Ben for ending the conflict peacefully."

Xenovia glared daggers at Ben for a short moment before sighing in defeat and nodding her head begrudgingly, acknowledging the unwelcome end to the match. Ben glanced at his cousin and waited until she too nodded her head in agreement, though with a noticeable scowl on her face directed towards him but he just brushed it off; it wasn't the first time she had stared at him in such a way. With this, Ben released his hold on their weapons and, in a flash of light, returned back into his normal form again.

With control of their weapons returned to them, the three sword users lowered their weapons and put them away with Kiba's disappearing into thin air, Gwen's reverting back into its bracelet form and returning onto her arm, and Xenovia covering hers back up in the ragged cloth again and holding it by her side.

The two young church members quickly donned on their white robes again and made to leave the grounds without any saying anything else. Before they did so, however, Xenovia stopped and glanced back at Rias and stared at her intently. "Remember what we talked about earlier. We wish for the devils in this area to stay out of our way while we complete our sacred task of retrieving the other Holy swords."

"And you are determined to carry out your task? Even when you are up against a leader-class Fallen Angel like Kokabiel?" Rias asked with her arms crossed across her chest.

"We understand the risks," Gwen said, joining in with the conversation. "A priest who was sent to check out this town ahead of time was killed."

"Killed?" Ben asked with curiosity. This was certainly news to him.

"I know who did it."

Everyone turned to look at Kiba as he watched the two of them intently. "I know who killed him. It was Freed Selzen."

Ben growled as he instantly recognised the name of the insane exorcist who had caused him so much trouble in the past. The memories of his last two encounters with the crazed priest came to the forefront of his mind. "That bastard again? You know, I'm not actually that shocked that he's involved in this," he muttered under his breath.

"Hmm. It's interesting that it was a stray priest," Xenovia muttered thoughtfully before returning her attention to Kiba. "Thank you for this information. We appreciate it but still retain that you stay out of this." With her piece said, the two Holy sword wielders turned away from the group of assembled devils and exited the clearing, quickly disappearing into the undergrowth.

 _ **[I must congratulate you on resolving the situation so peacefully,]**_ Azmuth said in Ben's head with approval in his voice. _**[You've come a long way with my power in such a short time.]**_

" _It's not over yet,"_ Ben replied to the emerald dragon as he glanced towards Kiba who was making his way back to the clubroom, though not before punching a tree with frustration as he went passed it. _"Not until Kiba resolves what happened to him in the past."_

* * *

(Clubroom)

"Where do you think you're going, Kiba?" Rias asked sternly as the Gremory Knight made his way to leave the clubroom. They had barely made it inside the clubroom before he made to leave again. "You do realise that I will _never_ let you go from my service. You are a Knight of the House of Gremory."

Kiba stopped in his tracks but didn't turn back to look at her. Had he have done so he would have seen the look of concern on her face. He took a deep breath before replying. "I know president…and I'm sorry," he murmured sadly before opening the clubroom door and disappearing through it, closing it behind him as he left, leaving the clubroom in silence as he did so.

"Oh no," Asia said with worry as she stared at the closed door where Kiba had just disappeared through. Ben placed his hand on her head and gently stroking it in a comforting manner as he walked past her towards Rias who was rooted where she stood.

He stopped beside her and placed his hand on her shoulder, giving her a gentle, reassuring squeeze. "It's going to be okay," he said softly and confidently to the red-haired devil. "It may seem bad now, but I have no doubt that Kiba will return to you in the end. It might sound weird coming from a devil but you've just got to have faith in him. If not that, then believe in him."

A small smile broke through Rias' stoic demeanour, despite her best intentions, and she brought her own hand up to her shoulder, placing it on top of Ben's own hand and squeezed it slightly to indicate that she understood what he was trying to say and appreciated it.

Ben gave her a smile in return and cast a glance towards the door Kiba had just left through. _'I know Kiba will come back, I just know it.'_

* * *

(A few hours later)

"What's wrong, Azmuth? You seem a bit off lately. I've been sensing it every now and then but I can definitely feel some of your discomfort," Ben asked as he played a few chords on his guitar and leant back in his desk chair.

The rest of the ORC meeting had gone by very slowly and quietly after what had transpired with Kiba and when he abruptly left again. Rias even called an end to the meeting earlier than usual after noticing that everybody was just as troubled by Kiba's absence as she was and sent everyone home for the night.

She had returned home with Asia and Ben and were now currently helping out his mother making dinner for everyone in the kitchen. He had tried to help out but was summarily dismissed from the kitchen by the two devil women and, when he tried to join in with them regardless of their wishes, his mother reminded him about the last time he helped out in the kitchen and summarily removed him from the kitchen.

With that, Ben conceded with their wishes/demands and disappeared into his room where he was now sat in his chair, staring at the soft glow of light on the back of his left hand. He had a lot on his mind and needed a quiet place to organise his mind properly with everything that's been happening lately.

That was the intention anyway.

It wasn't long after he had entered his room that he felt a slight tingle run up his left arm from his fingertips. It wasn't the first time this had happened; he'd felt a slight shiver run up his left arm a few times over the past few weeks. The thing that was worrying him though was that the gap between these instances was steadily growing shorter for some reason.

Even Ddraig was starting to sense it and shared in Ben's concern though there was no chance in hell he'd let the emerald dragon know that.

 **[He's right Azmuth. It's crystal clear, even to me, that you are being troubled by something. We could help if you'd only tell us what's wrong,]** the Welsh Dragon said, the green jewel on the back of Ben's right hand glowing as he spoke.

 **[I don't know,]** the emerald dragon admitted with a hint of annoyance with himself as he brought himself out of his thoughts to speak with his two companions. **[I can't really explain it but recently I've noticed that I seem to have a gap in my memories, specifically the moments just before I was sealed in this Gear. The last thing I remember was having a conversation with God about the Gear during its construction, but after that…nothing. It's infuriating!]**

"And that's got you troubled?" Ben asked as he brought up his arm in front of him to look at the glowing jewel in his hand.

 **[Wouldn't you be if you know you have a gap in your memory?]** Azmuth replied testily.

"I guess so," Ben conceded, not wanting to get on Azmuth's bad side…again.

 **[I'm sure it'll come back to me in due course. What I want to know at the moment is what you are planning to do,]** Azmuth continued, taking Ben by surprise with how he suddenly changed the topic.

"What are you talking about?" Ben asked with confusion.

 **[I'm talking about your plan to go against the deal between Rias and the church and help reclaim or destroy the Excaliburs,]** Azmuth clarified knowingly.

 **[I'm also curious in knowing about that too,]** Ddraig added with interest.

Ben was about to feign ignorance when he realised that it would be completely pointless. He sighed heavily and placed his guitar back in it normal spot next to his desk and leant back in his chair, running his hand over his face. "There's no getting around you two, is there? Urgh, I don't exactly have a plan in my mind at the moment but I can't just stand aside and do nothing when Kiba is clearly in trouble. Despite how much I loved the legends surrounding it, if I have to destroy Excalibur then I will…for his sake."

 **[That's a pretty bold move, young one. While I admire your pluck in deciding to take up such an arduous task, I seriously recommend that you refrain from doing this on your own. You are far from a capable user of our Gears at present and should get as much help as you can,]** Azmuth replied in his deep, hypnotic voice.

"I know, but there's no one I want to get involved with this. I certainly don't want Asia to be involved in something as serious as this and yet I can't ask anyone else. I can't ask Kiba for obvious reasons, and Koneko and Akeno would most likely report my plan back to Rias and I don't want to get on her bad side. If her 'training for my benefit' attitude is anything to go by, I don't want to see what she does to punish someone," Ben muttered as he stared up at his ceiling.

 **[And there's no one else you can ask to help with this?]** Ddraig asked.

"There's nobody else I know who…." Ben stopped midsentence as a familiar face suddenly appeared in his mind. He took a deep breath and placed his hands on his desk as he went through the pros and cons with asking this person for help. "There is someone else I guess I could ask for help actually. I don't know if they'd agree to it but I may at least try."

 **[Who are you referring to, Ben? I can't tell you how much I hate this 'cliff-hanger' thing that you mortals do,]** Azmuth complained comically while Ben and Ddraig chuckled lightly at his frustration.

"Ok, ok," Ben replied, waving for Azmuth to calm down. "I'm not deliberately holding it back from you. It's…."

Before Ben could continue though, he heard his mother calling up to him that dinner was ready. He stood up from his chair and made his way out of his room towards the stairs where his mother's voice was coming from.

 **[Well? Who is it!?]** Azmuth reiterated with annoyance at being left at a cliff-hanger yet again.

"I'd tell you right now but I can't afford to not get down there before she calls me out again. If that happens, all hell breaks loose. She doesn't like to repeat herself," Ben revealed as he headed down the stairs with Azmuth grumbling up a storm in his head.

* * *

(Next day, after school)

"Why am I here again?" Saji asked as he looked around the café he and Ben were sat at.

Ben had been surprised when Saji had agreed to meet up with him so easily, even when Ben had told him that he couldn't tell him what it was until after the school day had finished. He had seen the Sitri Pawn around the school every now and then but this was the first time he had spoken to him without their two devil groups being there with them too.

Immediately after the last bell signalling the end of the school day rang, Ben had excused himself from Asia and made his way to the meeting point the two of them had agreed to meet up in which happened to be in a café opposite the Kuoh train station.

"Well…," Ben began to say, struggling to find a way to soften the blow his idea would undoubtedly cause. He took a breath before continuing. "I want to ask those two church members from yesterday to see if they'll let me help them take back the Holy swords…or destroy them at least and I need your help in this."

Saji coughed on the drink he had in front of him and was temporarily inconsolable as he thumped his chest with his fist as he worked to unblock his throat. He was like this for around twenty seconds before he could breathe again. When he did so, he slammed his hands on the table and stared at Ben as though he was some kind of circus freak.

"Are you insane?!" he hissed, lowering his voice instantly when he realised that he could be heard by the surrounding customers who were now staring at him for his abrupt outburst. "Do you realise what will happen to us if our master's even suspect us aiding those two!? I don't know what Rias is like but Sona is a dominatrix who loves punishing us!"

Ben internally winced at the thought which appeared in his head bit quickly shook it off. Now wasn't the time to get side tracked with thoughts like that. Before he could say anything else though, Saji had quickly gotten out of his seat with a fearful expression on his face.

"To hell with that! I'm out," he hissed firmly and turned around to leave when he came to a sudden stop when he noticed Koneko standing in front of him. He yelped in surprise and even Ben spluttered on his own drink when he saw her.

"You're not going anywhere," she said firmly to Saji who quickly sat back down in his chair and moping at the situation he had found himself trapped in.

"Hey Koneko," Ben said with barely contained fear at being caught by the feisty Gremory Rook. "What a surprise seeing you here," he said meekly.

"Can it," she replied bluntly and took a seat in the chair in between the two Pawns. "I could tell you were planning something; I just didn't know what exactly. So you want to cooperate with the church?"

Ben sighed, quickly accepting his defeat and nodded his head. "Yeah. That's my plan anyway," he relented. "They did say they would rather see the swords destroyed than left in the hands of the Fallen Angels. Kiba wants his revenge on the church by destroying Excalibur and if they were destroyed then they wouldn't be capable of being used against devils in the future. It just seems, to me at least, that working together works with everyone's goals."

"You realise that they may not see it that way," Koneko retorted, though Ben couldn't help but notice how she wasn't discouraging him from his plan. He would have asked her why she was helping them but didn't want to push his luck and so went along with it.

"Yeah, I know. We should at least try though, shouldn't we?" he said in response. "Especially if it helps Kiba return back to the way he was before all this Holy sword crap came up."

Koneko nodded her head slowly, agreeing with Ben's accurate, if not crude, reasoning. Silence descended on their table for a few seconds before Koneko stood up from her chair. "Before we think too far ahead, we should find and talk this over with those two priests."

Ben followed her lead and stood up from his seat, a determined expression on his face. "You're right. How hard can looking for two priests be?"

* * *

(two hours later)

"Where the hell are they!?" Ben cried out with quickly growing annoyance. They had been walking around town for what felt like forever and hadn't seen neither hide nor hair of the two young women they were looking for.

From his left, a weak groan emanated from Saji as he followed after him begrudgingly. "Why do you still need me with you?" he muttered dejectedly before nodding his head towards Koneko. "You've got your Rook helping you so why do you need me?

"The more the merrier," Ben replied simply and continued down the busy street, his eyes darting rapidly towards everyone in sight in search of their quarry. "Stop complaining will you, it's getting old really fast."

"You'd think that two priests would stand out more," Koneko stated from Ben's right. "Especially with their choice of clothing."

"Yeah, so where the hell are they?" Ben grumbled. "Maybe they're keeping a low profile to avoid attracting attention."

It was at this point that a crowd of people in front of them dispersed to reveal the very same two people they had been looking for, standing in the middle of the shopping district and trying to get people to give them change by preaching extracts from the Bible.

"Oh blessings be on the wondering sheep before us," Xenovia chanted, her head raised to the heavens.

"We are pitiful compared to you, oh Lord. Please have mercy on us, dear Father," Gwen recited confidently, nodding her head in thanks when a passer-by dropped a few coins into the collection tin.

"What the hell are they doing?" Ben asked with great confusion as to the scene before him.

"I don't know. Why aren't they looking for the Holy swords?" Saji asked, his previous look of misery from being brought along on this trip being replaced by curiosity.

"Why don't we go and ask them?" Ben asked his companions before making his way over to the two Holy sword users.

This was going to be a good story. He could tell.

* * *

"Ha! You really wasted all your funds on a painting?" Ben chuckled with an amused grin on his face as he and his two devil companions sat across from the two young women, watching them wolf down the mountain of food before them.

They had refused to speak to him at first, even when he offered to buy them lunch as a sort of peace offering…at least until their stomachs betrayed them and growled loudly, bringing about a deep blush from the pair of them and a snort from Ben as he tried his absolute best to contain the laughter that was trying to escape from him at the embarrassed looks on their faces.

Needless to say, they 'grudgingly' accepted his offer at this point which led them to the restaurant they were currently sat in. Ben watched as they wolfed down the food in front of them while a waitress who was bringing over another tray full of food over to them caught his eye and he groaned at the amount of food on the tray, imagining the large bill he would have to take care of after this.

When they had finished their first course, Ben had asked them why they were trying to get money from strangers. Didn't the church give them money to help them on their important mission? His answer came from Xenovia who cast a sideways glare at her partner and revealed how she had spent all their money on a painting which supposedly contained a Saint.

Ben could hardly believe that his cousin could be so moronic. For as long as he had known her, she had never come across as someone idiotic enough to fall for such a scam. It only got funnier the more he thought about it.

"Oh shut up," Gwen muttered under her breath as she finished swallowing the last morsel from her bowl of noodles. "I made a simple mistake. Can we just drop it?"

Ben _really_ wanted to say "no" and continue to make fun out of her for being such a complete idiot. However, he refrained from doing so because he was here for an important reason and couldn't afford to let himself get side-tracked by such trivial matters.

By the time the two hungry members of the church had finished all the food in front of them, they seemed to come to their senses and froze in place at the realisation of what they had just done.

They had just accepted food from devils!

"What just happened?" Xenovia gasped with shock.

"Even if this has helped us regain our strength. This must mean the end of days are finally upon us! Not only did we accept a devil's help, but it also came from my stupid cousin," Gwen cried despairingly and began to pray for forgiveness.

"Not the best thanks I've ever gotten for paying for a meal…," Ben muttered under his breath with slight annoyance before an image of Raynare entered his mind. "Then again, it isn't the worst either," he added quietly.

"We practically sold our souls to them," Xenovia muttered with horror in her voice.

"Oh Lord. Please have mercy on these kind souls, even if they are devils," Gwen prayed while the three devils sat opposite her clutched their heads in pain.

"Dammit, Gwen! The last thing we need is God's blessing!" Ben exclaimed before noticing a little twinkle in Gwen's eye. She knew perfectly well what the effect of praying would have on them, he could tell.

"Oh. Sorry about that, it's kind of a habit," Gwen said apologetically though Ben could see clearly that she only half meant it, if at all.

' _Oh, she's good,'_ Ben thought internally, glaring at his cousin. _'I may not have seen her for over two years but she hasn't lost her quick wit.'_

"So what do you want?" Xenovia demanded carefully. There was no way that a devil would have done this out of the kindness of their heart.

Sensing the conversation had turned serious, Ben followed suit and leaned on the table, staring at Xenovia with a serious look of determination on his face and his chin resting on the back of his hands. "We want to help you destroy Excalibur," he said slowly but firmly, emphasising to the two Excalibur wielders that he was deadly serious when saying this.

Xenovia simply stared at Ben intently, as if reading his face for any sign of a hidden agenda. After a minute of total silence on their table, Xenovia slowly nodded her head and sighed softly. "I think I understand the situation. I don't have any issue with allowing you to assist us in taking care of one sword."

Out of the corner of his eye, Ben could see Saji grumble and turn away from them as he muttered under his breath, "Dammit! Why couldn't she have just said "no" like I was hoping she would!?"

"I'm not so sure about this, Xenovia?" Gwen mumbled to her partner while casting occasional glances to the three devils sitting opposite them. "They're devils after all. We knew the risks involved when we accepted this mission."

"I know," Xenovia admitted with a small nod. "But we both understand that Kokabiel is an extremely dangerous foe. With just us two, it would be impossible to recover the stolen Excaliburs. Devils or not, we were informed that the church would rather see them destroyed than in the hands of an individual like Kokabiel. Even if we somehow manage to reclaim the other two, one destroyed Excalibur is worth it. Don't you agree?"

Gwen sighed deeply as she went over the options available to them and slumped her shoulders when she realised that Xenovia had a point, much to her chagrin. "Urgh, fine then," she conceded, slumping back in her seat with a resigned look on her face.

"Great! Now that negotiations are over, may I call my friend to ask for his cooperation?" Ben asked and received a small nod of agreement from Xenovia. He pulled out his phone and contacted Kiba, asking him to join them which he did, if not grudgingly.

* * *

"So that's the situation is it?" Kiba asked as he took a sip of the cup of coffee in front of him.

Ben had just finished hastily explaining the new situation with him, including the agreement from the two Holy sword wielders to let them destroy one of the Excaliburs. It wasn't all of them like he wanted but it was at least a start.

"Yeah, that's about it," Ben concluded, taking a sip of his own drink after his quick explanation. "So what do you say?" he asked hesitantly, not knowing what else to do if Kiba was against the plan.

"I must admit that I'm surprised that someone who wields an Excalibur would ever approve of their destruction," he admitted. "It won't feel the same if I've been given permission by the church to destroy them though."

"Well this is the best we got," Ben countered, running his hand through his hair with exasperation. He knew Kiba was dead set on destroying the swords but he had to know where to pick his battles. "Look, Kiba. If you keep going on like this, how long do you think it'll be before someone declares you a stray devil? I know Rias would never do that, but it could still happen. Did you ever consider what losing you would do to her?"

Kiba had no response for Ben and simply averted his gaze from him.

"If you are already a 'Stray Devil', I'd have absolutely no issue with cutting you down," Xenovia declared, staring at Kiba intently.

"I'd like to see you try," Kiba retorted dangerously and Ben could sense a strong aura suddenly surround Kiba as he glared at Xenovia. Thankfully, the aura wasn't strong enough to be felt by anyone near their table, but that didn't mean it would stay like that for long. He brought up his hands to placate the two sword-users and calm them down before things got any worse.

"Now, now. Calm down," he said calmly, switching his gaze between the two of them and released a pent-up breath when they did as he asked and relaxed back into their chairs. "Thank you. The last thing we need to be doing is fighting amongst ourselves when we have bigger issues to deal with."

"You're right," Xenovia conceded begrudgingly with a slight nod of her head before returning her gaze back to Kiba. "For what it's worth, I completely understand your resentment of the "Holy sword project" and feel the same way you do about it." Kiba's eyes widened slightly at Xenovia's unexpected revelation. "The project was carried out by a splinter group of the church, without the church's consent. The project was viewed with great repugnance by the proper church body and the priest who created it was excommunicated upon the discovery of the heinous project."

"What was their name?" Ben asked with intrigue. The more he discovered about the things the church had done to his friends, the less he liked them. Not because of their beliefs, but because of the way they treated people who believed in and had trusted them.

"His name is Balba Galilei, but he is also known as the 'Archduke of Annihilation'," Kiba said, answering Ben's question.

"Indeed. We believe he turned to the Fallen Angels after he was excommunicated by the church and has continued with his perverted experiments with the aid of that crazed exorcist, Selzen," Xenovia added.

"So I can reach him if I go after the fallen angels with you?" Kiba asked and, when Xenovia nodded her head in confirmation, stood up from his seat. "In that case, I can't think of any reason for me not to cooperate with you," he muttered in a resigned tone.

Everyone seemed to release a breath none of them knew they were holding after an agreement was met and rose up out of their seats along with Kiba and removed themselves from the table. Xenovia bowed her head in Ben's direction. "Thank you for the meal, Ben Tennyson. We will repay you for this kindness one day, you have my word."

Before they left the restaurant, Xenovia wrote down a number on a piece of paper and handed it to Ben. "If you find anything out, call this number."

"Alright. I should probably give you my numb-."

"There's no need," Gwen said abruptly, cutting her cousin off in mid-sentence, knowing what he was going to say. "Auntie Sandra already gave me your phone number." A small amused smirk formed on her face at the slight look of annoyance on Ben's face.

"Of course she did," he muttered under his breath.

With everything that needed to be discussed said, Xenovia bowed her head slightly at the four devils while Gwen simply nodded her head at them. Gwen left the restaurant first and waited for her azure-haired companion as she thanked Ben again for paying for the expensive meal before joining her as they left the group of devils and made their way down the deserted street until they disappeared around a corner and out of sight.

Nobody spoke for a while as they watched the two members of the church disappear down the street and round the corner though that was soon broken when Ben crossed his arms over his chest and took a deep breath.

"Well…that went better than I thought it'd go. I thought we'd have to do more to convince them before they let us join…," he began to say but was suddenly cut off when Saji grasped Ben by the scruff of his jacket with an agitated look on his face.

"Do you have any idea how lucky you are!?" he exclaimed fearfully. "Not only could we have all been cut down by two Excalibur wielders, but we could have…oh I don't know, STARTED A NEW FUCKING WAR BETWEEN THE CHURCH AND DEVILS!"

Ben didn't respond to Saji's outburst, mainly because he had no answer to give him. Instead he just sweatdropped while chuckling lightly and humourlessly upon seeing how nervous Saji was.

"Why are you doing this, Ben?" Kiba asked quietly, his back to everyone else and staring at the lights which were starting to switch on to illuminate the centre of Kuoh off in the distance.

"Why? Do I need a particular reason to help a friend out…especially when they so clearly need it?" Ben asked as he removed himself from Saji's grasp and made his way over to Kiba, coming to a stop when he stood next to the Gremory Knight. "I can't talk you out of seeking revenge, nor will I. I may not have been a part of Rias' peerage for long but I value each and every one of you as friends and comrades."

"And anyway…," Ben added as he turned around and made his way back to Koneko and Saji who were staring at the two of them. "…it would reflect badly on Rias if you cocked it up and I can't allow that to happen."

Kiba looked like he was about to argue with Ben's reasoning, but before he could do so Koneko stepped forward with a sad expression on her face.

"He's right Kiba. I'd be very…lonely if you were to simply disappear. I don't want that," she said quietly yet sincerely at the same time.

Kiba stared at Koneko for a few seconds with an unreadable expression before he sighed deeply and ran his hand through his hair, a small smile appearing on his face. "Aw hell, I give up. I guess I can't turn away your help when you say stuff like that."

"Then it's agreed. We're going to help you destroy Excalibur," Ben declared with a smile as he patted Kiba on the shoulder.

Saji took this moment to step forward, his hand raised slightly, a question on his mind. "Out of curiosity. What is your grudge against Excalibur exactly? I know they're incredibly powerful Holy swords but still…."

Ben silently cursed under his breath at his own forgetfulness. He had completely forgotten to clue Saji in as to Kiba's particular relationship with the Holy sword and was wondering whether Kiba was willing to share his story with him.

"I'll tell you," Kiba said simply, quickly dashing Ben's concern.

And he did. He explained everything to Sona's Pawn. He told him how the project was an incredibly secret project within the Catholic Church, a project to artificially create people who could wield Holy swords. He told the young devil how they were all subjected to completely inhumane experiments, treated like nothing more than lab rats. They had accepted it all though as they were constantly fed the cruel lie that it was all for the greater good…that they'd become closer to God by the end of it. He ended his tale by revealing how, after the project was eventually marked down as a failure, Kiba and the other subjects involved with the project became regarded as simply resource materials to be disposed of.

"That's when everyone died. That's when those who served God began to use gas to kill us all, even while, at the same time, feigning friendship. They simply stood by and watch us as we vomited blood and writhed on the floor in sheer agony. The only reason I survived the slaughter was because the others sacrificed themselves so that I could live. If Rias hadn't found me when she did then I too would have died that night."

"I vowed that day to destroy Excalibur and avenge the deaths of my comrades and ensure their sacrifice wasn't made in vain," the Gremory Knight declared firmly, his fist clenched tightly at the painful memories.

Saji, who was now bawling comically, placed his hands firmly on Kiba's shoulders. "I had no idea how much you were suffering." He fell silent for a moment with a look on his that said he was thinking about something deeply. "To hell with Sona's punishment! I swear I'll help you guys to the very best of my ability."

"Seeing as you told me yours, I wish to tell you my dream," Saji continued and took a deep breath before speaking again, as if he was building up his confidence before revealing it.

"My dream…is to one day…marry Sona and have her child," he blurted quickly, a deep crimson blush appearing on his cheeks as he said it.

While Kiba and Koneko sweatdropped at Saji's bluntness, Ben, on the other hand, chuckled heartily and clamped his hand down on Saji's shoulder. "As far as dreams go, that's not the worst I've heard in my life. It's a lot better than what those two perverts, Matsuda and Motohama, dream of which is to be able to see every girl butt-naked whenever they want," he said with a smile.

Koneko's expression darkened at the mention of the 'perverted duo'. "Those two are the enemies of all women," she muttered darkly.

"That they are," Ben agreed with a slight nod of his head as the four of them stared out across the sea of lights now fully illuminating Kuoh. "That they are."

* * *

(School)

Ben was sat at his desk and staring out of the classroom window as he normally did and was, once again, completely lost in his thoughts.

Three days!

It had been three whole days since he had come to an agreement with Xenovia and Gwen to help locate and retrieve the stolen Excalibur swords. Three days and yet they had found absolutely no trace of the either the stolen swords or Freed. To say it was frustrating would be a vast understatement. Every night, after he and Koneko had finished their obligations with the ORC, they would join up with Kiba who couldn't bring himself to return back to Rias without finally getting closure and the two Holy sword users, disguise themselves by dressing up in priest clothing and explore town with the intention of drawing out the insane exorcist.

They had been doing this for three stupid days…and still nothing!

"Hmmm," a horribly familiar female voice sounded out from behind him.

Ben groaned upon recognising the voice and slowly turned around to see Kiryuu standing before him and staring at him intently with a salacious smile on her face. He knew the troublesome girl enough to be very wary of that smile and had learned to keep his guard up whenever she was around.

"*Sigh*, what do you want?" he asked the spectacled girl warily.

"Oh nothing, just using my 'special power' on you!" she replied innocently though her salacious never left her face as she said this.

For those who knew Kiryuu and what she was really like, it was understandable that Ben became immediately nervous at her words. If Matsuda and Motohama held the title of being the two most perverted boys in the entire school, then Kiryuu held the undisputed title of most perverted girl in school. The only reason she hadn't been paid a visit by the Kuoh Knight like the other perverts in school was because she didn't actively peep on boys, not that he believed they'd complain if she actually did do that. What she did do though was target particular groups of people, perverts for example, and embarrass them with her unnatural ability.

If Ben wasn't able to tell that she was 100% human, he'd have assumed that she had to be some kind of supernatural being.

"Oh my," the perverted female muttered with a giggle.

The reason she was able to embarrass the males in the school so easily was because her unique ability allowed her to somehow accurately calculate the size of any man's member from length to circumference. Understandably, this caused a lot of blokes to fear her and avoid her whenever they could.

"Not a word," Ben muttered sternly though Kiryuu paid absolutely no attention to the tone of his voice and continued unabashedly.

"I'm impressed. You're carrying quite a dangerous package there," she said teasingly, leaning on his desk with her palms pressed against the varnished wood. "Asia's a very lucky girl. But I'd be careful if I were you though. With something like that, you could really hurt someone like her if you're not careful."

Ben growled and buried his face into his hands. He took several deep breaths to calm himself down before glancing back at Kiryuu. "Why can't you go annoy Matsuda and Motohama?"

"Because you just make it so easy," Kiryuu replied with a sly smirk.

Before he could say anything in response, she turned away from Ben to look over at where Asia was standing, talking with the other girls in the class. "Hey Asia! You're a very lucky girl," she called out, only to be rewarded with a confused look from the innocent ex-nun. "Your boyfriend's carrying a very dangerous package."

"Huh?" she asked in confusion though her cheeks reddened slightly at the way Kiryuu labelled Ben as her boyfriend.

Kiryuu sighed at her ignorance. "Geez, I'm talking about Ben's…." Kiryuu was prevented from saying anything further when Ben shot up out of his seat and clamped his hand over the perverted girl's mouth, shutting her up and preventing her from saying anything else.

"It doesn't matter, Asia. She's just speaking nonsense, as usual" Ben said aloud, waving off her curiosity before turning his attention back to the troublesome girl beside him and lowering his voice before speaking again. "Don't spout weird stuff to Asia, Kiryuu. She doesn't need to hear stuff like that."

Kiryuu didn't respond, mainly due to Ben's hand still covering her mouth, but she raised her eyebrows at him and Ben could tell she was smiling beneath his hand. Taking it as a sign of understanding, Ben took his hand away from her mouth and sat back down at his desk. Kiryuu looked like she was about to say more to annoy or embarrass him further but was prevented from doing so when the teacher took this exact moment to enter the class at the same time the bell rang, signifying that the break was over and it was time for classes once again.

* * *

(After school)

After he had managed to finish all of his duties for the evening with the ORC as per the current standard, Ben and Koneko excused themselves for the night and quickly made their way to the place where they gathered with Kiba Xenovia, and Gwen before heading out to explore the town for Freed that night.

He had used the excuse when he was asked by Asia who had noticed his mysterious disappearances over the past few days that he had been visiting his only regular client all this time. He didn't like lying to her, in fact he outright hated it, but it was for the best in the end. It had been a sound lie…right up until he really did receive a call from the client summoning him. He had been forced to apologise to him and make a promise to visit him whenever he wanted, no matter if it was even an off day for him.

If Rias didn't punish him for directly going behind her back with the Excaliburs after her promising to not get involved with it then she would definitely punish him for failing to answer a client's summoning request.

Ben shuddered at the mere thought. He honestly had no clue which she would consider worse and hoped beyond anything that she would never discover about either of them though he knew in the back of his mind that that was an empty dream.

He made it to the rendezvous point to see that everyone else had already made it and were already dressed up in their priest disguises. Ben quickly joined them and it wasn't long before they were all out searching for the illusive exorcist. Gwen and Xenovia, as usual, split up shortly after they started their search and went in their own direction, leaving the four devils to search Kuoh by themselves.

They had been searching for nearly three hours and reached the edge of a small, deserted park before they collectively agreed that they wouldn't have any luck tonight either.

They made to turn back and find Gwen and Xenovia but before they could take more than a few steps, Ben felt a sudden chill run up his spine.

 _Ba-Dum!_

' _What the heck was that?'_ he thought with worry.

 _ **[Ben! Above you!]**_ Ddraig bellowed in Ben's head.

Without even stopping to question what the dragon was talking about, Ben pushed Saji forwards and, taking hold of Kiba and Koneko's collars pulled them back…just as a hooded figure appeared above them out of nowhere, slashing a deadly-looking sword downwards right where they all would have been standing had Ben not acted on Ddraig's warning as quick as he did.

"Fucking hell! I nearly had you then, fucking shitty devils!" the hooded man exclaimed as he pulled his hood back to reveal himself to everyone as the very same crazed exorcist that they had been spending the last three nights looking for.

"Freed!" Kiba growled as he recovered from Ben's abrupt action. "How did you manage to avoid detection?"

Freed chuckled sadistically and tugged his sword out of the ground and presented it to them. "You can thank this sword. It's such a delight to wield."

Ben turned his gaze down to the sword and felt the same unease he felt when he was looking at the Excaliburs Xenovia and his cousin wielded. There was no doubt about it….

Freed was wielding an Excalibur!

 _ **[You're right, Ben,]**_ Azmuth confirmed. _**[That is indeed an Excalibur. After your last experience with them, I doubt I need to remind you to be cautious around it.]**_

" _You're right. I haven't forgotten,"_ Ben replied, keeping his eyes on Freed, waiting for him to strike.

It wasn't Freed who started the fight though. Kiba shot forward, summoning a sword in his hand and crossing blades with the insane priest. Within the blink of an eye, the two swordsmen disappeared into a blur as they engaged in an impossibly fast and deadly sword fight. Ben could have quite easily transformed into some of his faster demonic forms but he didn't do this for two reasons. One, he had no way of blocking a Holy sword as powerful as Excalibur, and two; he would just get in Kiba's way. He also hadn't had much cause to use such fast demons yet and could get both himself and Kiba killed by a careless mistake.

Still, that didn't mean he would just stand by and let Kiba handle Freed by himself.

He summoned his Sacred Gears and began to charge up his power.

 **[BOOST!]**

It was a little while after he had thoroughly beaten Riser that Ddraig had told him about another power his Boosted Gear could do: Transfer. Once he had built up enough energy in his Boosted Gear and didn't expel it all in a single, explosive attack then he could transfer it all to whomever he touched and restore their stamina and drastically improve their power in an instant.

He continued to charge up his Gear but quickly spotted a problem with his plan as he watched the deadly dance of blades before him….

He wouldn't be able to get near to Kiba with Freed moving about at such speeds.

"We need to find some way to slow Freed down. I can give Kiba some help, but I can't do it if Freed is this fast," he called out to Saji and Koneko who were standing on either side of him.

 **[BOOST!]**

Koneko didn't answer him as she was, unbeknownst to Ben, talking to someone on her mobile phone. Saji, on the other hand, held up his left arm as a confident smirk formed on his face.

"Stretch my line!" he cried and watched as a light of deep purple covered the back of his hand. It disappeared just as quickly as it appeared, though it left in its wake a small black gauntlet which barely covered his hand. Saji pointed his hand towards the duelling swordsmen on top of the large stone, gazebo-like structure and fired a glowing tongue-like line out of the Gauntlet's reptilian mouth.

"Such a fucking pain!" Freed growled as the tongue-like line wrapped around his right leg and pulled him out of the sky, causing him to crash into the ground. The crazed priest rose and tried to cut the glowing line with his Excalibur but it simply bounced off the line, leaving no mark on it at all.

"Woah. What the hell was that?" Ben asked in surprise, looking towards Saji's Gear.

"This is my Sacred Gear. I call it Absorption Line," Saji said with a wide grin on his face as he held Freed in place.

 _ **[Hey Azmuth. Isn't that…,]**_ Ddraig started to ask but Azmuth was ahead of him.

 _ **[The Dragon King Vritra? I believe so. I would never have thought that he too would have been sealed within a Sacred Gear,]**_ Azmuth muttered, deep in thought as he saw another one of his creations sealed within such an item. _**[For something that was never originally designed to hold the soul of a dragon, it's amazing to see that such artifacts exist.]**_

 **[BOOST!]**

Caught off guard by this piece of news, Ben looked back at the fight going on between Kiba and Freed.

"You're quite skilled with a sword, shitty devil," Freed admitted through gritted teeth before it turned into his signature sadistic grin as Kiba's sword broke with a single blow from Freed's Excalibur. "Though your constructs are feeble when compared with my Excalibur!"

Kiba needed assistance, and he needed it quickly.

 **[BOOST!]**

The Boosted Gear's gem lit up brightly, signifying that it was finally ready. Ben looked towards Koneko and gestured up at Kiba "Can you give me a boost?" he asked her hopefully.

"Sure thing," she muttered in her normal, emotionless manner as she picked Ben up and threw him up at Kiba with her impressive strength. Ben flew through the air and reached Kiba in less than a second or two; holding out his hand, he patted Kiba's shoulder as he passed over him.

 **[TRANSFER!]**

Kiba suddenly felt instantly rejuvenated as he was surrounded by a soft green glow from Ben's arm. In fact, he felt stronger now than he had ever done so before in his life.

Freed raised his sword to slash at Kiba again but was pulled back by Saji's absorption line before he could put any strength behind his attack. "That's getting really fucking annoying now!" he exclaimed manically before bringing the Excalibur close to him. He seemed to be concentrating on something though not one of them knew what it was exactly.

The question on all their lips was quickly answered when the Excalibur in his hands started glowing ominously and Freed brought it above his head before quickly bringing it back down on the line attached to his leg as hard as he could. Unlike the last time he did this, this time his blade cut clean through the line, causing it to disintegrate, much to Saji's shock.

"How did he do that!?" he shouted out in disbelief as the entire line disappeared.

"That's not all I can do!" Freed shouted insanely before turning around and leaping through the air towards Kiba who had summoned yet another sword out of thin air and made to block Freed's attack and was met with frustration again as his sword broke on contact with the Holy sword yet again.

"It doesn't matter how much energy you fucking devils give yourselves, your weapons are still no match for my Holy sword!" He raised the Excalibur high above his head, his sadistic smile returning to his face. "Now…DIE!" he bellowed as he brought it down fast on top of Kiba.

CHING!

The sword was intercepted before reaching it reached its target by a certain blue-haired Holy sword user who seemed to appear out of nowhere and blocked the potentially fatal blow mere inches from striking a downed Kiba.

"You are a traitor to the church Freed and shall be punished accordingly," Xenovia hissed with utter contempt for the insane man before her as she continued to hold back Freed's blade.

"Xenovia?" Ben asked with shock. It wasn't that he wasn't thankful for her turning up when she did, it was just that he didn't expect her to know where they were. He looked down towards the others just in time to see his cousin emerging out of the dark undergrowth beside them and leaping into action as Freed began to battle with Xenovia and Kiba with just as much bloodlust as before. "Gwen? What are you two doing here?"

"I called them," Koneko said simply, holding up her phone to him as if he didn't believe her words alone.

"Oh," Ben replied dumbly before giving her a thumbs up. "good thinking."

Freed, sensing he couldn't remain any longer with the introduction of these two new opponents who also possessed Holy swords, leaped of the roof of the stone building they had been fighting on and landed on the ground opposite to where Ben, Saji, and Koneko were standing and fled into the dark undergrowth, quickly disappearing from sight.

"No!" Kiba exclaimed with frustration as Freed disappeared and, without saying anything to the others, quickly followed suit into the undergrowth after his target.

"Quick! After him Gwen!" Xenovia shouted as they also took off in pursuit behind Kiba.

Ben leapt off the stone building, landing beside Saji just as Gwen was lost from sight. "Come on! We can't lose them now. We've been looking for that bastard for three nights and I'll be damned if I let him escape now!"

"Oh dear," a familiar feminine voice called out from behind them. "What have you gotten yourself involved with now?"

Ben froze in his tracks at the sound of the slight amusement he could hear in the new voice. He knew that voice! The three young devils spun around to see Rias standing before them with Akeno by her side with an amused smirk on her face. He also recognised the Sitri heir standing next to her along with her own Queen too.

Ben and Saji jumped in shock at the sight of them, the strong chill running up their spine at being caught out caused them to shiver slightly.

"I'm hoping you can explain yourself," Rias said calmly, flashing a sly smile though the look she was giving him with her eyes said something different.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: There you go. I hope it was just as good as my previous chapters. I know some people will have wanted the fights in this chapter to have been longer but I just couldn't find it in myself to make it seem fluid and 'real'. It would have just been forced and ruin the way my story flows.**

 **As usual, on to the reviews:**

 **Nivek Beldo : ****I'm glad you liked my little surprise with replacing Irina with Gwen. That was the mind-set I was going with when I thought up the idea. It stays true to the rivalry that the fans loved in the cartoon and adds more to their future interactions in my story.**

 **I agree that you can't have a good Ben 10 crossover without including Vilgax; it's just important to remember that it's got to be a fluid crossover process. I've read plenty of stories where Vilgax has just simply appeared without any proper explanation. I've got solid plans for Albedo though they won't be seen for a while yet.**

 **I never had any plans to bring Kevin into my story. TBH, I never really liked him as much as the other main characters in the cartoon and so don't know that much about him. If I were to include him (and that's only if it's what people want) then I would lean towards making him be the Kevin we all watched in the original series where he was against Ben.**

 **Cloud4012 : ****I'm glad you're enjoying the story so far. Apart from a few changes to the harem I MIGHT make, it will mostly be the same as in the anime though I'll change their relationships up a bit.**

 **Magical fan18 : ****Don't get me wrong, I'm thrilled that I'm able to inspire my readers to come forward and suggest things like that. Another author working on this story may have gone through with your idea…just not me, sorry.**

 **I know the Ben x Gwen fight was fairly short but I don't think that'll be the only time they ever fight each other (*nudge, nudge, wink, wink *).**

 **Ultimatrix bearer : ****I'm happy you like the chapter and will do my utmost to "keep being awesome!" I'm not sold on the idea of Kevin appearing in my story but I could think up of some way it could happen if that's what people wanted.**

 **TheOneAndOnlyAwesomeGuy : ****Thanks for your praise for my story. I don't know why I don't get as many reviews as other authors but I'm not complaining too much. I've never written something for others to read of my own free will before. The last times I did do it was in school so that doesn't really count.**

 **I think the thing fanfic writers treasure the most is that they are able to get people who read their story to make their voice known to the author.**

 **Haz96 : ****Thanks a lot for your comment. It means a lot to me.**

 **Great Saiyaman54 : ****I don't know about that overall. How many blokes do you know who would be opposed to being in his situation in the end? Surrounded by beautiful women who** _ **want**_ **him and the promise of being a stallion in the bedroom.**

 **Johnathen : ****I'm afraid I don't really get what you're asking of me. Are you saying you want me to introduce Man of Action into my story?**

 **Falcon800 : ****Yeah, essentially.**

 **PokaSole** **:** **I don't plan to stop writing anytime soon so don't worry about that. I agree that there aren't many good Ben 10/Highschool DxD stories on the site. They've either been abandoned without any explanation (something which REALLY annoys me!) or just don't make me** _ **want**_ **to read another chapter.**

 **It's one of the reasons I decided to make this story in the first place.**

 **SpazmatismLive : ****I hope the fight wasn't disappointing. I know it was a bit short but I couldn't justify making it longer without seeming forced.**

 **. . . . .**

 **As I said before, if you haven't voted in my poll then please do so. I'll let everyone know when the poll is closed but I would like as many people to vote before then if that's possible.**

 **If you have any questions, suggestions or comments then leave a review and I'll answer it in the next chapter like I normally do.**

 **Until then.**

 **Bye, bye.**


	16. The battle of Kuoh academy pt1

**A/N: Wahoo! Firstly, I would like to thank everyone who has been reading my story so far. Thanks to you we were able to cross the 20k view mark. I never thought we'd get that far with the number of chapters I've released so far so that is a fantastic surprise. Onward and upward to the next milestone.**

 **I would also like to give a shout-out to** **R R guy** **who posted my one hundredth review! I can't tell you guys enough how much I look forward to reading your reviews. Particularly when it seems like you lot are reading my mind. Seriously guys, the number of reviews I've read which mirror the same thoughts and ideas I've been having is quite frightening…not that that's a bad thing!**

 **Anyway, enough of my boring drivel. On to the next chapter.**

 **I can't tell you how glad I am that I've nearly finished this arc. It was, without a doubt, the most boring arc of the entire series in my opinion. I acknowledge that some people may have liked this arc but I am not one of them.**

 **Hope you enjoy it though.**

 **(*Insert disclaimer here*)**

 **. . . . . . . . . . . . . . . . . . . .**

Ben was silent as he stood, frozen, where he stood though he could swear that his heart was beating loud enough for even Rias to hear it. There was no shadow of a doubt that he was in serious trouble for going directly behind Rias' back without her knowing and he had a sinking suspicion that Rias shared a secret sadistic side to her like Akeno which she reserved specially for punishing any misbehaving servants.

It was at this point that he decided to take the only course of action that remained open for him at this point. The only possible option that any self-respecting guy would take when faced with the promise of punishment from a woman who's been deceived.

"RUN! Every man for their self!" he exclaimed fearfully as he turned tail from the beautiful devil women before them and made a break for it in the opposite direction in a futile bid to escape the wrath of his master. Saji must have quickly come to the same conclusion as him concerning their imminent punishment as he was soon running right alongside Ben as they fled the area.

* * *

 _ **[Well, that went just as well as I expected,]**_ Azmuth sweatdropped though Ben would swear he could hear a hint of amusement mixed into his voice.

" _Shut up,"_ Ben grumbled mentally as he knelt in front of his red-haired master inside the stone building which Kiba and Freed had been fighting on mere moments ago. _"I panicked, alright?"_

 _ **[This will surely go down in history,]**_ Ddraig muttered with an amused chuckle at the look of his partner's face _._ _ **[The epic tale of how the fearsome Dragon All-Father tried to flee from a scorned devil woman.]**_

" _I reacted on instinct,"_ Ben mumbled, trying to defend his actions though even he found himself unable to do so as well as he would have liked to.

 _ **[I know you did…but still…ten seconds? That's all you managed to do?]**_

It was true.

Ben and Saji's desperate bid to escape their masters lasted all of a mere ten seconds before they were immediately caught and dragged back to the stone building where their masters were waiting for them. They were both now kneeling before their respective masters, both rightly fearing the punishment in store for them for their deeds.

While Sona looked at Saji with a stern look on her face that caused the Sitri Pawn to shrink under her intense glare, Ben didn't think of it anywhere near as terrifying as the look on Rias' face; particularly the glint in her eyes which haunted Ben's dreams back during their training session before their fight with Phenex. Another chill ran along his spine though he pushed himself to ignore it as best he could and continued to stare at Rias. While he was perfectly aware that he had gone against Rias' wishes and had gotten involved with a private matter between the church and the fallen angels, he would stick with his decision because it was the right thing to do; he was certain about that.

"Well," Rias said as she looked down at her kneeling servant. "I'm still waiting for an explanation. I assume that Kiba is still out there with those two Holy sword users."

At this point, Ben could only nod his head in response. His mind was still racing with the possible punishments Rias would use on him, each one becoming more intense than the last.

"What brought you to do this?" Rias asked, crossing her legs and arms as she waited for his explanation.

Ben brought his head up and took a deep breath before answering. "It's because I want Kiba to get some closure. He hasn't been the same since this whole mess with the Holy swords started and I knew that he wouldn't be able to let something like that go just by trying to move on with his life."

He stopped speaking and waited for Rias to respond. When she nodded her head slowly in understanding he went on to explain how Koneko, Saji and himself wanted to help Kiba and did this by searching through Kuoh for Xenovia and his cousin, and when they did he told her how they then were able to come to an agreement concerning the recapture or destruction of the stolen Excaliburs. Ben then revealed how, for the past three nights, the six of them have been exploring Kuoh as they searched for the Holy swords and concluded his tale with their recent fight with Freed and how the insane priest then fled the scene with Kiba, Xenovia and Gwen in hot pursuit.

Rias heard his tale in silence and then, once he was finished with his story, simply stared at him for a few silent seconds as it processed through her mind. She slowly released a long sigh and shook her head slightly before speaking again. "Hmmmm. I guess I can understand your reasons for disobeying me…." She looked from Ben's kneeling form and onto Koneko who was standing next to him and looking just as guilty as Ben was. "…but what about you, Koneko? Why did you get involved in this?"

Koneko looked to the floor with a sad expression on her face. "I…I didn't want Kiba to go away. He's part of our family and if he were to go away, I don't know what I'd do," she muttered quietly, avoiding Rias' eyes.

Rias released another sigh as she looked at her two precious servants looking so pensive. "What am I going to do with you two? Your actions can have serious consequences if you're not cautious enough."

Ben slowly nodded his head in acknowledgement. "I understand. I apologise for going behind your back on this, Rias I just wanted to help Kiba, even if it meant going behind your back."

A bright flash of light from his left, quickly followed by an anguished cry of pain, attracted Ben's attention. He glanced over to see Sona spanking Saji's behind though, unlike a normal human, she was using her devil magic to increase the power behind her blows if the large, white magic circle resting in her hand was any indication.

"Arrrggghhh! I'm sorry madam president! It won't happen again!" Saji cried as his eyes were starting to water as Sona delivered yet another magically enhanced blow to his tender backside, and then another.

"I know you're sorry, Saji," Sona retorted emotionlessly as she brought her hand back yet again, her intent clear as day, especially to a watery-eyed Saji. "But I think you'll remember what you've done after your punishment of one thousand spankings."

Ben gulped as he watched Saji let out another loud cry of anguish as Sona's hand continued to fall against his tender backside again and again. _'A thousand spankings!?'_ he thought with a cold shiver running up his spine as he watched Saji receive his punishment with dread and trepidation at his own punishment.

' _What the fuck's Rias going to do!?'_ he thought fearfully, his mind already beginning to go through all the potential punishments she would use on him.

 _ **[I have no idea, partner,]**_ Azmuth said, answering Ben's unasked question with slight amusement in his voice at the fear he could hear in his voice. _**[But you did accept the possibility that you would most likely be punished by the young Gremory heiress for going on this little adventure of yours, remember?]**_

" _Of course I remember,"_ he muttered in response, unable to take his eyes off of Saji receiving his punishment. _"That didn't mean that I was looking forward to it though!"_

Catching sight of movement in his peripheral vision, Ben's head snapped back to Rias to see that the beautiful redhead had stood up from where she was previously sat and was slowly making her way towards him and Koneko. She stopped right in front of her white-haired Rook and her adorable Pawn who was clearly doing his best not to appear as fearful as he clearly was before she did the last thing that ever crossed Ben's mind….

She dropped down onto her knees in front of them and pulled them into the crooks of her neck as she embraced them tightly in an affectionate hug. Ben was so taken off guard by her unexpected action that he found himself unable to formulate even the simplest of words and was rendered mute as he was held by the beautiful redhead.

"Oh, what am I going to do with you kids? You're constantly making me worry about you," Rias sighed as she held her two precious servants close to her. Ben felt himself release his breath which he hadn't realised had been pent up in anticipation of receiving punishment from the woman who was currently embracing him.

This affectionate action certainly didn't go unnoticed by Saji.

"What the fuck's up with that!?" he yelled in the short gap he received between each strike from Sona. "How come they're all lovey dovey over there and I'm getting my ass beaten?"

Sona drew back her arm in preparation to strike Saji once again. "That's them. This is us," she replied curtly without even taking her eyes off of Saji to look over at her fellow King and, instead, only directed her attention towards delivering Saji's punishment.

As this continued, on the other side of the stone structure Ben had found himself lost in Rias' embrace. He could only describe himself as intoxicated by the beautiful devil holding him in her arms; her luscious hair which covered his face and her alluring scent which filled his nostrils almost caused him to lose himself in the moment completely. The only thought going through his head at that moment was how warm he was in that instant.

Just as quickly as it happened, the embrace ended a moment later as Rias broke away from them and stood back up, leaving Ben still kneeling on the floor and trying to collect his thoughts. He blinked a few times to bring himself back to his senses and looked up at the red-haired heiress to see her flashing a beautiful smile as she stared down at him.

All it took was a mere three seconds before Ben's breath hitched in his throat and he froze again, unable to take his wide-eyed stare off of Rias nor her sweet smile.

He recognised that smile currently adorning her flawless lips and felt a strong chill run down his back as memories of it appearing on her face as she oversaw his brutal morning training sessions which were the only times in his life that he wished that she had just let him die that night so that his torment could finally be over.

"Oh, Ben," she said in such a sweet voice that he would have almost certainly let his guard down at had it not been for 'that' smile which adorned her face as she said it which made him feel anything but safe at her tone of voice.

"Yes," he said slowly as Rias brought her left hand to his face and cupped his cheek. While he did feel an electric shock run through his body at her soft touch, he didn't dare take his eyes off of hers. He'd already given up trying to get out of his fate and was just waiting for the inevitable to happen.

The inevitable certainly didn't disappoint his fears.

"Could you do me a huge favour and turn around for me, please?" she asked in such a cute voice that it amazed him that she was able to keep it up when they both knew that it wasn't going to end well for him in the end.

Already accepting that there was no escaping what was to come, Ben whined meekly as he slowly complied with her request and turned around so that he now presented his backside to the red-haired devil.

"I thought we had made up with that whole hug thing just then," he muttered weakly as he tried to drown out Saji's anguished cried which continued to resonate throughout the building. He may have resigned himself to what was happening but he still had to try, right?

"My adorable Ben. You know perfectly well that it doesn't work like that. It's a master's sworn duty to discipline their servants when they misbehave and I'm no exception. I think Sona has the right idea; you shall also receive 1000 spankings as your punishment."

As Rias was saying this a large red circle appeared in her hand, just like the circle which still rested in Sona's hand as she spanked her pawn yet again. Before Rias could deliver her first blow against his backside though, Koneko stepped forward and present her own backside to Rias.

"I was in on Ben's plan too, Rias. I should receive half of the spankings as punishment," she said with determination in her voice.

Rias stared at Koneko for a second before nodding slowly. "Very well. Koneko, you shall receive some of Ben's spankings as your punishment."

Ben turned back to look at Rias as she slowly approached Koneko's panty-clad behind. "It's not her fault Rias. It was my plan…Koneko just went along with it."

"Nevertheless, she still went behind the agreement I made with the church and must be disciplined too," Rias retorted as she stopped behind Koneko and held her hand out, ready to deliver her first spank. Before Ben could say anything else, Rias brought her hand down and lightly tapped her cheeks with the palm of her hand.

Ben was confused at the lack of force Rias applied into the strike and was just as confused when Rias stepped back from Koneko and turned her attention back to him. "Now it's your turn,"

"Hang on," Ben said, twisting his torso round to face the red-haired devil heading towards him. "I thought you said she was getting a share of the punishment."

"And she did," Rias responded coolly as she stopped in front of him. "She graciously took one of your spankings. You should be grateful that you only have 999 to go. Now turn around please."

Ben gulped and tried to come up with some sort of response but found himself unable to do so. Resigning himself, he turned back around and begrudgingly presented his ass, once again, to her and braced himself for what he knew for absolute certainty would hurt like fuck.

* * *

"Argh! My fucking ass hurts like hell," Ben moaned as he clutched his tender cheeks as he practically hobbled down the street towards his house with Rias walking beside him. "I won't be able to sit down for ages."

Rias chuckled as she leant against him, wrapping her arm around his as they walked down the street. "I hope you have learnt your lesson from this, Ben," she said with a chuckle. "I didn't enjoy spanking you, you know."

Ben glanced at her with a look of utter disbelief on his face. "Like hell you didn't," he grumbled as he held his battered backside from his recent punishment. "I saw that look on your face as you were…spanking me. You were enjoying every moment of it."

Rias gasped and placed her free hand on her chest in mock indignation. "I can't believe you'd think of me like that. How could you think of me like that? Akeno's the one with the sadistic streak."

' _Yeah, but is she the only one?'_ Ben wanted to say but refrained from doing so in fear of earning himself further punishment.

They made it back home a few minutes later, though the rawness of Ben's ass didn't diminish in the slightest. The two of them entered the lit house and took their shoes off in the doorway before entering the house proper.

"Hello. We're home," Ben called out as he made his way into the hallway and came to a sudden halt when he spotted Asia standing in the middle of the hallway, as if waiting for their arrival. It wasn't the fact that she was standing before him that had made Ben freeze where he stood momentarily; it was because of what she was wearing…or not wearing which would be a more accurate statement. Aside from a milk-white cooking apron, the blonde, ex-nun was wearing absolutely nothing at all.

"W-Welcome home," she greeted in a tone of voice that told Ben that she was incredibly embarrassed about wearing such a thing in front of Ben but, at the same time, determined to make him see that she was a woman and not just a little girl.

Rias took this moment to appear beside Ben and also spot Asia standing before them. When she saw the young devil and her choice of clothing, the red-haired beauty smiled broadly and clapped her hands together in approval. "Oh my, Asia! You look fabulous. Simple yet enticing. You're on the way to becoming a wickedly sexy devil; I'm so proud of you."

Asia's face seemed to light up at Rias' praise and tried to hide her flushed cheeks with her hands though it was too little too late. "You think so. Oh, but what if I don't want to be wicked?" she whined cutely, causing Rias to just smile at her reaction.

"Why are you wearing that?" Ben asked in confusion, no longer amazed at himself for losing his nerve at the sight of Asia wearing such a risqué combination of clothing. He attributed it to the changes that Azmuth's Gear was making to his body and wanted to leave it at that.

Asia blinked at Ben's question before holding the edges of the apron and showing it off more. "I was told that this is what you should do when a guy comes home after a tough day and needs to get rid of stress."

Ben frowned and shook his head slightly at Asia's statement. He knew perfectly well just who had been the one to tell Asia such a thing. He was so sure that it was Kiryuu that he didn't even need to bother asking Asia if he was correct.

"Where did you get that thing anyway?" Ben asked gesturing to the apron Asia was wearing with a strong nagging sensation in the back of his head as to the answer to his question.

As if waiting for that exact moment, his mother popped her head from around the doorframe which led into the kitchen, a wide smile on her face as she stared at the three of them. "From me, of course," she said cheerfully, as if it was a completely stupid question for him to ask.

"Mother!" Rias stated firmly, attracting the attention of the Tennyson Matriarch. "I would like to try one on too!"

Sandra's smile grew even wider, if that were possible, and clapped her hands together in joy at Rias' declaration. "Wonderful. Why don't you come with me and we'll see if we can find one for you? I have a broad collection but I don't know if I have one to suit your physique…but I guess that's part of the fun of it anyway."

Without missing a beat, Rias strode towards the kitchen where Ben's mother had withdrawn her head back into. She paused when she reached Asia and leant towards the blonde Bishop, a sly smile on her face. "You should be very proud of yourself. You almost got the drop on me. Well played," she purred before continuing on her path towards the kitchen.

"Thank you!" Asia said with slight embarrassment. Ben could see that Rias' compliment meant a great deal to the young ex-nun who was still getting used to her new life as a devil.

When Rias disappeared into the kitchen Asia turned her attention back to Ben and her cheeks reddened in embarrassment as he stared at her quietly without saying anything. She shuffled her bare feet cutely and cast a shy glance up at Ben. "You haven't said anything about my outfit. Don't you like it?" she asked with slight sadness in her voice.

Ben blinked as he brought himself out of his silent stupor at Asia's question and looked directly into her emerald green eyes. "Sorry about that," he said quickly as he approached Asia and placed his hands on her shoulders. "You look amazing," he said, meaning it. Asia was attractive on a normal day, but now? He was finding her beauty simply intoxicating and was finding a hard time at concentrating.

He'd have to have another talk with Azmuth about these changes that were happening to his body. He had a sinking suspicion that the emerald dragon was not telling him everything he needed to know.

Asia wrapped her arms around Ben's waist and buried her head against his chest, a warm smile radiating off of her at his compliment. "Thank you! You have no idea how much that means to me," she exclaimed cutely.

As she hugged him, Ben found his own arms wrapped around her bare back. He had unconsciously hugged her back and now found his exposed arms pressed against her warm, bare back. He gulped as he felt her soft flesh and was taken completely by surprise when he heard a low growl emanating from deep within himself. He had never heard himself make a noise like that before…well, not while he was in his normal form and not a demon. Luckily he managed to hide it behind a small cough in the back of his throat so that Asia couldn't hear it.

"I don't regret becoming a devil."

Ben was brought out of his own thoughts at Asia's abrupt statement and looked down to see her looking up at him. "I got to meet such wonderful people," she continued, determined to speak her mind while she had the confidence to do so. "Rias, everyone in the club, your parents, and especially you. I don't want to lose any of you and end up all on my own again."

"That's not going to happen!" Ben said firmly, tightening his arms around Asia and pulled her closer to him in their embrace. "I won't let anyone hurt you ever again. Even if the whole church comes after you, I'll always be there for you. You won't have to be on your own again."

Asia's eyes started to water slightly at Ben's proclamation and, unable to say anything in response, she chose to bury her face in his shirt once again to hide her flushed expression.

"Oh _Bennnnnn_ ," Rias called out in a sing song voice as she re-emerged from the kitchen in her new attire. Ben's eyes widened considerably at the sight of the red-haired heiress and what she had chosen to wear. Asia, who had disengaged from their embrace, also stared wide-eyed at Rias though she added a cute whine as she looked at her.

As expected, she had copied Asia and had changed into an apron and nothing else besides that. The apron she was wearing was deep purple in colour and, even though recognised it as one of his mother's largest aprons in her little collection, the apron was having an extremely hard time trying to contain Rias' curvaceous and voluptuous body; her large breasts particularly as they were stretching the fabric to the very limits that it was intended for. Ben had gone through too much tonight to even be affected by the thoughts which ran rampant through his head nor the unconscious desire for the apron to just give up and surrender to Rias' alluring body.

"Welllllll?" Rias said, continuing to speak in a sing song tone which only heightened her sexuality. "What do you think of my outfit?"

Ben's eyes were almost bulging out of their sockets as he gawped at Rias. True, he had seen her completely naked every night as they slept together in his bed, but looking at her now, in the purple apron she was wearing, Ben couldn't imagine a sexier look for the beautiful devil woman standing before him. The apron obviously covered more skin than the attire (or lack thereof) that she slept in at night but he couldn't help but find her even more attractive than he'd ever seen her before. It wasn't that she had an unattractive body, very far from it, it was just the simple act of poorly covering her body that did the trick.

Rias giggled cutely and approached Ben until she had taken up Asia's former position and had her arms wrapped around the stunned devil, taking extra care in pressing her ample chest against his.

"Oh my," Rias purred seductively. "I never knew you were such a pervert." Answering his question before he could ask it, she brought her hand up to his face and wiped off the thin line of drool which had slowly been trailing down his chin, much to his embarrassment.

"There's something you girls should know about men," his mother's voice called out from the kitchen. They all looked to see her leaning against the wall with her arms crossed and a broad smile on her face. "Especially young men, and that is that they are _all_ either perverts or closet perverts," she declared, her smile never leaving her face as she said it.

"I-I-I am not a pervert!" Ben retorted, red-faced at the way he had lost control over his own body and reduced to drooling upon seeing Rias in an apron, as he quickly wiped his arm across his chin to get rid of any evidence of his recent drooling.

"Keep telling yourself that, sweetie," his mother replied calmly. "You're just like your father. He was always like this when we dated…."

"Ah! Lalalalalala," Ben exclaimed as he pressed his hands to his ears to block out his mother's mortifying words. It didn't seem to matter who you were, the only people in the entire realm of existence who could embarrass you as much as they do were your parents. It seemed to be an absolute fact of the universe. "I don't want to hear my mother talking about such stuff!"

Sandra only sighed in response to her son's antics and shook her head slightly in amusement. "Sometimes it amazes me that you have, somehow, managed to attract the attention of two beautiful women."

"Stop it, mother. You're making me blush," Rias cried out cutely as she held her face in her hands to hide any signs of a blush which may have appeared on her cheeks. Asia, on the other hand, just clapped her hands over her cheeks though that did very little to hide the fact that her entire face had turned red in embarrassment at Sandra's kind words.

"I'm just telling it like it is, Rias," Sandra said innocently as she noticed the time on the wall clock. "We'd best make a start on dinner girls. It won't be long before Carl gets home from work." With her piece said, she headed back into the kitchen with Rias and Asia following after her. Ben also followed them into the Kitchen/Dining/Living room but was stopped from going into the Kitchen section by his mother who placed a raised hand in front of his face.

"Nope. There's no way I'm letting you into my kitchen, mister," she stated sternly.

"Come on. Seriously?" Ben complained with indignation in his voice.

"Do I need to remind you what happened last time you tried to make a meal in a kitchen?" Sandra retorted coolly but with a hint of unforgotten annoyance in her voice. Ben gulped as the vivid memory ran through his mind.

"Alright, you have a point," he conceded, raising his arms in front of him in a placating manner as he stepped away from the kitchen area and made to sit down on the sofa in the living room where he could see the three women who had already begun to make dinner.

As he watched them work their magic, Ben winced as he sat down on the sofa. Even though the sofa was extremely comfy on a normal day, it didn't do much to quell the agony he still felt in his ass after Rias' punishment. He was able to hide it well from his mother and Asia and slowly leant back into the sofa in search of a more comfortable position.

When he eventually did find a tolerable position to sit in, his thoughts, though heavily distracted by the two extremely attractive, scantily-clad devils assisting his mother in the kitchen, were somehow able to drift towards Kiba and the two Holy Sword users…including his cousin to a certain extent.

He wasn't completely heartless when it came to his cousin. They may not have had the best relationship in the world but that didn't mean he wasn't concerned about her, especially with how they were dealing with a Leader-class Fallen Angel and not to mention that asshole, Freed, who now wielded a Holy Sword, making him more powerful than ever before.

He just hoped that they were all alright out there…wherever they were.

* * *

BOOM!

Gwen grunted as she was blasted into a large tree and fell to its base, clutching her side in pain as she tried to get back up onto her feet.

Somehow, during their pursuit of Freed after they left his cousin and the other two devils behind, she had gotten separated from Xenovia and that devil who had a personal grudge against Excalibur and had been ambushed by the crazed exorcist and it was only due to her abilities that she was able to stop the insane man from killing her outright.

However, with that being said, she was still taken completely off guard by his ambush and had been unable to launch any kind of counterattack; she wasn't even able to hold him off effectively.

She glanced upwards at the sound of manic cackling and glared up at its owner as he stood above her, his Holy sword leaning against his shoulder. He paid no attention to her glare as he bent down and picked up her Excalibur Mimic.

"I'll be taking that," he said with a sadistic smile as the sword morphed in his hands, turning back into a frilly bracelet which he placed on his left arm, securing it in place.

"I'd like to thank you for contributing to our cause," Freed cackled as he crouched down in front of Gwen again, but this time he took hold of her by the throat and picked her off the ground until her feet were dangling above the ground with apparent ease, completely ignoring her desperate attempts to remove his hand from her throat. "Now, how shall I reward you for your help? Ahh, I know. I'll kill you now so you can't be any more of a nuisance to us."

Gwen continued to struggle against Freed's grip though she was met with no results as she was too weak after her brief but vicious fight against the mad ex-priest. It had shaken her to the core and she could scarcely believe what was happening. Ever since she had joined the church and given the honour of wielding a church relic in the form of Excalibur Mimic due to her extraordinary ability to wield a blade. Until she had come to Japan, she had never been beaten so badly in a fight before in her entire life, not even way back when she used to fight with Ben.

She returned her attention back to Freed as he drew his Excalibur back, the intent to run it through her chest clear in his manic eyes. However, just before Freed thrust his blade through her chest….

"That's enough, Freed!" a deep voice called out from above the two of them. "I have other plans for her."

At the sound of this new, sinister voice, Freed instantly lowered his blade and held Gwen out at arm's length as he turned around to face the dark figure who hovered above the clearing and bowed his head respectively.

"Sure thing, boss," the manic ex-exorcist said politely.

"She might be only a small part of this game but she's still got a part to play," the mysterious figure said with a dark chuckle.

That was the last thing that Gwen registered before Freed brought his fist up and punched her in the face with enough force to knock her into unconsciousness.

* * *

" _Hey, Azmuth. Are you there?"_ Ben asked as he lay in his bed.

The rest of the evening had gone by without any more disturbances thankfully and Ben, as well as Rias and Asia, had retired to his room a few hours ago. They had followed their normal procedure and Ben now found himself lying in between the two beautiful young women who were holding him in place by using his arms as pillows. This made it impossible for him to move around at night and his arms were already starting to go numb though he couldn't deny that he enjoyed the feeling of their bodies pressing against him.

 _ **[What do you want now?]**_ Azmuth grumbled in Ben's head, only able to be heard by him, Ddraig and nobody else.

" _I've got a bone to pick with you,"_ Ben replied before recalling the scenario a few hours ago with Rias and Asia when they were wearing their aprons. He explained to the ancient dragon about the unnatural growl which emanated from him at the sight of them.

When Azmuth didn't respond after his tale, Ben frowned and pressed him for answers. _"So…is there something you need to tell me? You said something like this would only happen if I'm sleeping or having sex."_

 _ **[Hmmm. I've been wondering whether or not something like this would happen or not. It appears that I miscalculated the potency of the changes that would occur in your body,]**_ Azmuth muttered in a distracted tone of voice.

" _And what do you mean by that?"_ Ben retorted, not liking where the conversation was going one little bit.

 _ **[I mean that it appears that your body has absorbed more power than I previously thought it would. I didn't expect this at all. It seems that your new 'primal' side will emerge, not just in the situations that I mentioned but in times where you experience high levels of lust. When you think about it, though, even when mortal, humans, particularly males, tend to give in to their instincts when experiencing such feelings.]**_

" _Great!"_ Ben muttered with a deep sigh at yet another change in his life. _"Is there anything you'd like to tell me?"_

 _ **[Not at the moment,]**_ Azmuth replied, not quite hearing the sarcasm in his partner's voice. _**[I'll let you know if there's anything I think you should know. Now, if you'll excuse me, I want to get some sleep. Even a Dragon God such as I require rest every now and then.]**_

With that, the emerald dragon departed from Ben's head and returned back into his Sacred Gear where he fell silent.

"That's just perfect," Ben muttered under his breath.

He didn't exactly want to hear something like that, especially when it meant he had _yet another_ thing to learn how to control in his new body.

He waived it off as something he could deal with in the future, not right now, and leaned back into his pillow with the intent of falling asleep in the company of two beautiful women when suddenly….

BA-DUM!

Ben stiffened at the shudder which ran through his body and the sudden movement to his right told revealed that Rias had also been roused from her slumber by the noise. He recognised this unpleasant feeling from before. He glanced over at Asia to see that she had also woken up from the strong unpleasant feeling originating from outside his window. The three of them jumped out of his bed and, while Rias and Asia clothed themselves with the help of their magic, Ben looked out of the window to see….

"Freed!" he growled as he glared down at the sadistic priest who was standing in front of his house, waving theatrically at him with a smirk on his face.

"Hey there," he chimed with a dark chuckle. "Am I interrupting something perhaps? Were you and the Gremory bitch getting your freak on?"

Ben pulled back from the window and joined Rias and Asia who were already making their way out of his room and quickly joined them as they opened the front door to talk to the insane priest.

"What do you want, asshole?" Ben demanded and was met with surprise when he realised something. The unpleasant pressure he was feeling wasn't coming from Freed. It was coming from above.

He glanced upwards and felt his eyes widen in shock as he found himself gazing up at a dark figure who was hovering above them, perfectly illuminated by the bright moonlight. It was a Fallen Angel by the black feathered wings sprouting from his back but that wasn't what was causing his eyes to widen in shock. No, it was the fact that he was staring up at a Fallen Angel…with ten black wings protruding from his back.

The mysterious figure looked down at him and smiled darkly when he spotted Rias.

"This is our first time meeting, daughter of the House of Gremory. Hmm, that crimson hair; it reminds me of your big brother…and it makes me want to throw up," he sneered with hatred in his voice.

Rias held a cold look as she looked up at the Fallen Angel as she crossed her arms under her chest. "It's nice to finally meet you, Kokabiel. What do you want with me?" she said in a cool voice.

Ben's head snapped towards Rias in shock at her revelation before returning to look up at the Fallen Angel. Kokabiel? This was _the_ Kokabiel!? One of the leaders of the Grigori!? It took all of his self-control not to freak out at this piece of news.

"Oh nothing really," Kokabiel replied with a shrug. "I just wanted to give you a gift."

It was at this point that Ben noticed that Kokabiel was holding something. He looked closer at it, thanks to his enhanced vision, and realised that it was a person. Just as Ben realised this, Kokabiel threw the unknown person towards them.

Ben reacted immediately and leapt forward to catch the falling body, catching it just before it struck the ground. He landed in a crouch and looked at the face of the person he had just caught. His voice got caught in his throat at the sight of familiar burnt orange hair.

Gwen!

"Gwen!" Ben gasped upon recognising his cousin and the dire condition she was in. she was covered in blood and her clothing had been slashed in places, revealing numerous wounds. The only consolation that Ben felt came from the steady rise and fall of her chest, indicating that she was still breathing thankfully.

"Asia!" Ben gasped as he laid his unconscious cousin on the floor before moving out of the way to allow Asia to kneel down beside Gwen and start healing her numerous wounds. Ben released his pent up breath after a few seconds when he saw Gwen's wounds disappearing and her expression, which had previously been a grimace, soften as her breathing levelled out.

Ben noticed that she no longer had her Excalibur Mimic though he was far from caring about that right now. They might have had their disagreements in the past, but Gwen was still family and he wouldn't stand for anyone hurting his family.

"Consider this my way of attracting your attention," Kokabiel continued, completely ignoring Ben and Asia as they helped Gwen with her injuries. "I'm not stupid enough to talk to a Devil King directly. However, if I rape and kill his dear little sister then I believe I will attract Lucifer's attention, don't you agree?"

Rias refused to answer him and her disdainful expression remained the same.

"Why did you feel the need to contact me?" she asked coldly.

"I just thought I'd let you know that I'm going to be causing some damage, and I'll be using your base, Kuoh academy, as my starting point. Once I've done this and killed you then I believe Sirzechs will make himself known," Kokabiel said with glee.

"If you do that, then you'll be starting the war between God, the Devils, and Fallen Angels all over again," Rias replied with anger in her voice.

"No shit, really?" the fallen angel exclaimed sarcastically. "That's what I'm hoping for. I tried doing the same thing by stealing the Excalibur swords…but what do I get instead? Two amateur exorcists and two Holy sword wielders. How boring. I'm hoping that rampaging through this town will yield better results."

"You actually _want_ to start a war?" Rias asked in disbelief and with hatred directed towards the war mongering fallen angel hovering above them.

"Yes!" Kokabiel replied quickly and with glee in his voice. "I was sooooo bored after the last three-way war ended; there was nothing to do! Azazel and Shamza weren't keen on another war. Not only that but Azazel spends all his time collecting Sacred Gears. I personally don't care for them but Azazel's obsessed with them."

"Either way," he continued, "I don't need to use the Holy swords now. I can't believe my luck: a school which the little sisters of both Lucifer and Leviathan attend. How perfect is that? The amount of demonic power residing over that school will make it the perfect warzone."

Freed cackled at Kokabiel's words. "Hahaha. I'm getting excited just thinking about it. Look at all these new toys I've got," he said as he opened his robes to reveal four swords…all of them an Excalibur!

"And the best part is that they're all in hyper state and ready to be used."

Ben's eyes were drawn to the familiar frilly bracelet around his upper left arm and he felt anger quickly rise within him as he made the connection.

"Did you do this?" he demanded, doing his absolute best not to lose control of himself though that was proving to be incredibly difficult.

"Wouldn't you like to know," the mad priest cackled cockily as he closed his robes again.

"What could you possibly want with all those Holy swords?" Rias demanded as she looked up at the fallen angel.

"Why don't you come to the school and find out?" Kokabiel laughed darkly as he created a large flash of light which caused the three devils to hide their eyes away from the brightness. When the light diminished they looked back to see the Fallen Angel and former priest had disappeared.

"Ben!" Rias said, turning back to look at her pawn. "We're heading to school."

"Oh, you've got that right," Ben replied as he gripped Gwen's arm and gave it a firm squeeze to comfort himself, once more, that she was still alive.

Someone was going to pay. He would make sure of that.

* * *

(School)

"We've successfully covered the school in a protective barrier," Sona reported as she approached Rias and her peerage. The entire school was now surrounded by a bright dome and was held by the members of Sona's peerage who were spread out around the perimeter as they fuelled the barrier with their magical power. "Unless something drastic happens, it should prevent anything outside it from being damaged."

The Occult Research Club had all gathered at the entrance to the school. That is, everyone except Kiba who was still missing. Ben's thoughts went to Gwen who had been taken to Sona's house to recover from her injuries which, thankfully, weren't nearly as serious as they had been thanks to Asia's healing. He had thanked Sona profusely for her generous offer to look after his cousin's recovery even after the Sitri heiress had tried to brush it off.

"Thank you, Sona," Rias said with appreciation; partly from her gratitude to Sona agreeing to come to the school at her request and partly from her offer to erect the dome they all now stood in.

"This is simply to reduce the damage to a minimum, you understand?" Sona explained as she cast a glance back at the red-haired heiress behind her. "Should Kokabiel decide to fight seriously then this will all be for nothing."

"It's not too late, you know?" Sona continued. "You can still call your brother. He'd certainly come to our aid."

"I could say the same about your big sister," Rias retorted with a wry smile on her face.

"You know why my sister can't come. Your brother loves you and would come here if you'd only ask," Sona countered.

"There's no need to," Akeno called out a she approached the two pure-blood devils. "I've already contacted Sirzechs and he's agreed to help us,"

"Akeno!" Rias scolded her best friend with annoyance, casting a glare at her Queen for going behind her back. "How could you do something like that without asking me first?"

Akeno bowed her head politely. "I'm sorry, Rias, but it had to be done. I understand that you don't want to disturb your brother unless we absolutely must…but our enemy is a _leader-class_ fallen angel! He's not someone we can beat on our own. I think that qualifies as a must," she explained calmly, not perturbed by the light scowl adorning Rias' face.

Rias stared at Akeno in silence for a few seconds before sighing heavily. "Fine," she relented with a slight nod.

A smile returned to Akeno's face at Rias' concession. "I thank you for understanding, Rias. Sirzechs and his troops will be here in just about an hour."

"I just can't win against you, can I?" Rias asked with a smile on her face before returning her attention towards the school. "Should be a fun hour."

"We should be able to hold the barrier until then as long as nothing excessive happens," Sona said at hearing that backup would be coming soon."

Rias nodded and turned to the rest of her servants. "One hour. We have to hold Kokabiel off for one hour. We shall be on the offensive this time. We shall find that war monger and distract him long enough until reinforcements arrive. I needn't remind you that this isn't like the fight with Riser. This is a life or death battle. Just let it be known that I will never forgive any of you if you die! We shall survive to attend our school tomorrow!"

"Yes!" Ben shouted enthusiastically along with the other members of the ORC as they headed towards the school atrium.

" _This is it, guys,"_ Ben said, talking to his two dragon companions. _"We've got to stop this asshole before he gets his war. I'm not letting Gwen nor my parents die just to satisfy this maniac."_

 _ **[You've got it, Ben,]**_ Ddraig answered with determination. _**[Kokabiel may be a powerful opponent but we'll show him that his power pales compared to ours.]**_

" _You got that right, Ddraig. What about you, Azmuth?"_ Ben replied and was confused when the ancient dragon didn't respond right away.

" _Azmuth?"_ Ben asked, attracting the dragon god's attention.

 _ **[Huh? Yeah, lets show this war maniac who's boss,]**_ Azmuth said in a distracted voice.

Both Ben and Ddraig were baffled by Azmuth's response. It didn't sound anything like the Azmuth they usually dealt with.

" _Uh, Azmuth? You okay?"_ Ben asked with caution. He had been put in Azmuth's bad books far too many times for annoying the emerald dragon to let himself willingly be put back in there again.

 _ **[I'm fine. It's just that uneasy feeling I've been having for the past month. That missing part of my memory is bugging the hell out of me,]**_ Azmuth muttered in response.

 _ **[Hey!]**_ Ddraig retorted with frustration in his voice. _**[There's a time and a place to worry about your failing memory, old lizard. Is this going to be a problem?]**_

 _ **[No. No, of course it isn't,]**_ Azmuth replied firmly as he brought his attention back to the current situation. _**[It can wait until we've dealt with Kokabiel. You have my word on that.]**_

Ben nodded at Azmuth's declaration and quickened his pace to catch up to the others who had pulled ahead of him and were nearly at the entrance to the school atrium.

 _ **[And don't think I didn't catch that 'lizard' remark, Ddraig,]**_ Azmuth growled in the back of Ben's head as he caught up with them.

* * *

Ben promote himself to 'Queen' as soon as they entered the dark school atrium and summoned his Sacred Gears to his arms. He could already feel the increased power from the 'Queen' piece flowing through his body.

"Ben. I want you to refrain from using Ddraig's power offensively in this battle," Rias said as they walked through the empty hallways, their footsteps resonating through the empty school. "Rely on your transformations while you build up Ddraig's power. When it is ready, I want you to transfer it over to the rest of us when we need it."

"You got it. It'll take longer to boost my power when I'm transformed though," Ben replied, casting a quick glance down at his Boosted Gear. It was a minor weakness which he had discovered a few weeks ago when Azmuth had told informed him of it. While he was transformed it would take longer for the Boosted Gear to charge up his power and longer until he could use his ' **explosion** ' or ' **transfer** ' abilities. This was attributed to his body simply not being capable of taking the full power of both Azmuth and Ddraig at the same time; it was just too much for him to handle.

He didn't mind that much though as he wasn't exactly defenceless with his other Gear. The demons he could transform into were powerful in their own right.

"That'll be fine. Just the fact that you can still use Azmuth's Gear without using Ddraig's power is an advantage in itself. That being said though, I'd like for you to stay back for as long as possible so as to allow you to charge up your Boosted Gear without interference," Rias continued as they continued down the deserted hallway.

Ben nodded his head and it wasn't long after that that they reached their destination and arrived at the school field where they were met by a bizarre scene.

In the centre of the field stood an elderly-looking priest who was surrounded by four swords which were emitting an extremely large amount of Light. They were hovering above a large magical circle which covered a large area of the school field.

"Who the hell's that old priest?" Ben asked nobody in particular as they approached him.

Before anyone could answer him, a familiar, dark voice spoke out from high above them. "The four Excaliburs are being merged into one."

Everyone looked up to see Kokabiel sitting in an ornate chair which hovered above the school as he watched the scene below him.

"That is just so Balba," the fallen angel added with a malicious smirk on his face.

Ben's eyes shot back to the elderly priest as he continued to perform his ritual. So that was Balba Galilei? The same man who behind the project which took so much from Kiba and hurt him under the pretention that they were doing it for God.

"Kokabiel," Rias said, looking up at the Leader-class fallen angel.

"So, is big brother on his way…or is it Serafall?" Kokabiel asked in a bored tone.

"Neither at the moment. For now, you'll have to deal with us…," Rias began to say but was cut off when Kokabiel created a large spear of Light, the largest Ben had ever seen in his life, and casually threw it towards the gymnasium. When it impacted the large building, the entire structure was lost in a huge explosion which consumed it completely, leaving nothing but a large crater behind when the smoke eventually cleared.

"Urgh, so boring. I'll need a diversion until the real fight begins," Kokabiel muttered with boredom as he looked down at the gathered devils. "I guess you'll do until then."

Ben slowly rose to his feet as did the others. When the spear struck the gym, the blast had sent them all to the floor from the force of it. Once he was back on his feet, he couldn't help but stare at the crater left in the Light spear's wake as a chill ran up his spine.

 _ **[You alright, kid?]**_ Ddraig asked, distracting Ben from the fear he felt after Kokabiel's attack.

" _Y-Yeah, I'm fine,"_ Ben replied though he wasn't fooling either of his dragon partners one bit.

 _ **[It's alright to be afraid, Ben]**_ Azmuth said calmly as he sought to calm the young devil down. _**[This is a being who survived the war between God and the Devil Kings. You've never seen such power before so it's to be expected that you'll fear it.]**_

" _Can we beat someone like him?"_ Ben asked, referring to the fallen angel hovering above them, with trepidation. Not even Riser was that powerful and he had been forced to give up his left arm to beat that asshole.

 _ **[Even if I have to turn most of your body into a dragon, I'll ensure you have the power to beat him. The last thing the three factions and both the human and supernatural world need is another war,]**_ Azmuth stated firmly.

"I think I'll let you kids play with my favourite pets. It should provide some entertainment for me at least," Kokabiel declared before snapping his fingers. As he did so, a bright light erupted from the floor beneath him to reveal a new magic circle which soon after spouted a large plume of flames into the air.

"What the hell?" Ben muttered as he brought his Sacred Gears up in preparation for whatever came out of the circle.

"Prepare yourselves," Rias ordered to the rest of her servants as a dark shape manifested itself in the intense flames.

A large, black-furred paw stepped out of the fire and was quickly followed by the rest of its body. It emerged out of the flames to reveal itself as a 32ft tall, black-furred dog. It had four thick legs, each with a set of sharp claws, but the thing that concerned Ben the most was the fact that the massive beast had _three_ heads, each with a set of razor-sharp teeth.

It wasn't just him who was shocked by the beast's sudden appearance; even Rias was taken off guard by its appearance.

"Cerberus!?" she exclaimed with shock as the three-headed dog roared loudly in their direction.

"Wait…Cerberus!?" Ben asked, unable to take his eyes off the beat in question. "As in the same Cerberus who guards the gates of Hell!?"

"The very same," Akeno explained as she equipped into her battle robes.

"Summoning him to this realm is forbidden!" Rias stated with anger in her voice. "Akeno, Koneko!"

"You got it, Rias," the two devils replied as they sprang into action.

"Ben, you stay with Asia and charge up your Boosted Gear," Rias ordered as she joined her Rook and Queen as they attacked the huge beast.

"Got it," Ben shouted back in response as he stood in front of Asia and guided her away from the intense fight going on before them. "Get back, Asia," he said as he did so.

"Okay," Asia said fearfully as she stared up at Cerberus with wide eyes.

"It's going to be fine," Ben said to her in an attempt to calm her down. "I won't let anything happen to you, I promise."

 **[BOOST!]**

The two of them watched as Rias, Akeno and Koneko attacked Cerberus with gusto. Koneko inflicted blow after enhanced blow against it while Akeno shot it with her lightning and Rias attacked the beast with her own magic. If this wasn't enough of a challenge, they also had to contend with the balls of fire which the large dog fired from out of its three mouths.

Ben was so captivated by the fight that he almost missed the scream which came from behind him. He spun around to see Asia looking behind them at another Cerberus beast which was standing before them with a ravenous hunger in its eyes; its intent clear to the young devil even as Ben caught sight of the fire building up in it three mouths.

Without thinking, he picked up Asia, bridal-style, and leapt out of the way as three large balls of fire struck where they had just been standing a second ago. He landed a few feet away and looked back at the intimidating beast.

 **[BOOST!]**

"Shit! I didn't know there was more than one," he cursed as he placed Asia on the ground softly. He couldn't call the others for help as they were already struggling to tackle the original Cerberus. If they had to split up, then things could go from bad to worse for all of them.

There was only thing to do.

"Stay back, Asia," he instructed the blonde devil behind him as he brought up his Transformation Gear and hurriedly cycled through his choice of forms until he found the one he wanted. "I'll deal with this guy," he said as he slammed his hand down on the dial, his selection made, and disappeared in a familiar emerald light.

 **[Transform: Vulpimancer!]**

The light died down to reveal Ben's new form. he had changed his appearance into one that vaguely resembled an orange dog. It was half the size of the Cerberus standing before it, around 15ft tall, and appeared to have no ears, eyes, nose, or tail. It had sharp teeth which protruded from the sides of it mouth and what appeared to be a set of three gills on each side of its neck.

Ben stepped in front of Asia as he faced the Cerberus dog in front of him. He roared loudly at the dog as it issued a challenge to the larger beast, seemingly unconcerned by the three sets of teeth which roared right back at him.

Noticing that the smaller dog-like demon before it had no sign of eyes or ears, the Cerberus believed it would have no trouble handling the small creature and charged forward, its three heads reared back in preparation to strike the orange demon in the jugular and rip it apart before tasting its flesh.

However, unbeknownst to anyone who observed Ben in his new form, this new form of his had a unique ability which no other known demon possessed. While it was true that Vulpimancer's had no eyes, ears, or nose, they still had perfect awareness of their surroundings. This was thanks to the gills on either side of their necks which granted them a near unparalleled sense of smell. This ability is so potent that a Vulpimancer's "vision" is composed of a dull 3D map of their entire surroundings, giving them a sense akin to sonar or radar.

This was shown when Ben, who had seen the Cerberus' attack coming clear as day, nimbly leapt out of the way of the three large jaws which struck the ground hard, taken completely by surprise as they had not expected the puny demon to be able to see them. This enraged the three-headed demon dog but this paled in comparison to the rage it experienced when the orange dog-like demon proceeded to leap up onto its back with ease and bite down, hard, on the middle head's neck, drawing thick red blood which trailed down it black, matted fur and staining Ben's burnt orange fur as he quickly leapt back when the other two heads converged on him and attempted to catch him in their jaws.

Ben continued to use his hit-and-run tactic against the much larger opponent where he would leap around the large demon, striking it with his sharp claws and teeth and succeeded in drawing copious amounts of blood from the beast's three heads and the rest of its body; always able to stay out of their reach…that is until his lucky streak seemed to run out. As he leapt up to bite down on the jugular on the right head, the middle one seemed to expect this move and swiftly bit down on Ben's left shoulder, taking it by surprise.

Ben roared loudly as the Cerberus dog bit down into his shoulder and, acting completely instinctively, brought his right paw up and slashed the middle head on its left side, leaving deep claw marks along its face and causing it to release him from its grip as it howled in pain and reeled back, allowing Ben to crash to the floor.

Once he was out of its grip, Ben leapt back from the large demon and landed painfully on his injured foreleg, collapsing to the floor when he applied pressure to his injured arm and whimpering from the sharp pain.

"Are you alright!?" Asia cried as she ran towards him. Ben glanced at her and tried to tell her to get away before she got hurt but found he wasn't capable of doing so. Instead of formulating actual words he, instead, released a series of animalistic growls and grunts which made no sense to anyone, only to him.

Asia, on the other hand, seemed to know exactly what he was trying to say and shook her head at him even as she held up her hands and began to heal his wound. "You're injured. I won't just leave you when you're clearly in pain," she said firmly though her voice was still shaking slightly with fear. It wasn't fear of Ben in his demonic form; she could never be afraid of him, no matter what he transformed into. No, she was afraid because of what had happened to him and how much it had hurt him.

In a flash of light, Ben returned back into his normal form though his left shoulder still hurt a lot and was covered with blood from the wound which Asia had just finished healing. He was breathing heavily and glanced over at Asia. "You really are stubborn, aren't you?" he asked sarcastically, resting his hand on Asia's head, chuckling at the ex-nun when her cheeks started to flush slightly at his comment and action.

"Thanks," he added with a smile on his face.

 **[BOOST!]**

"Roooooooooaaaaaaaaar!" three animalistic sounds called out in unison.

Ben and Asia looked up to see the Cerberus which Ben had been fighting had leapt towards them and was just about to land on top of them. Seeing this, Ben spun around and wrapped his arms, protectively, around Asia and jumped out of the beast's way. This proved to be unnecessary as, just before the Cerberus landed on them, the middle head howled in pain for a second before its head separated from its neck and fell to the floor where it disappeared in a plume of flames.

"What the…," Ben exclaimed with confusion before he noticed a glint above him. He looked up to see none other than Xenovia soaring above the large demon dog, her Excalibur of Destruction in her hands.

"Xenovia!" he shouted, surprised at the relief he could hear in his voice. His gaze fell back to the stump where the middle head had just been.

" _She cut its head off in a single blow!"_ he said in his head with amazement.

 _ **[And that is the damage a Holy Sword can have on evil,]**_ Azmuth explained. _**[Now you know why we cautioned you about them so much.]**_

" _I see what you mean,"_ Ben replied before looking back up at Xenovia.

"Thought you could use a little help," she shouted back at him before flipping in mid-air and bringing her Holy sword down on the demon below her, cleaving it right through its middle. The two halves of the demon fell to the floor, its heads howling in pain for the last time before they followed the middle head's lead and both parts of it became engulfed in flames before disappearing.

Ben released Asia and rose to his feet and ran over to Xenovia as she landed a few feet away from him. Xenovia noticed his approach and looked over at him.

"I saw the barrier being erected and knew something was going on. I lost track of Gwen though; do you know where she is?"

"Yeah, she was attacked by Freed and had her sword stolen," Ben revealed and held up his hands up at the look of concern on the Excalibur wielder's face. "Don't worry, though, she's safe. She's resting at Sona's house for the moment. Asia was able to heal her wounds before anything worse happened."

Ben's words seemed to console Xenovia slightly. "That's a relief. I was worried about her when I lost her. Thank you for taking care of her."

"We might not get along but she's still family," Ben stated firmly before his right arm glowed again, brighter than before.

 **[BOOST!]**

He knew what that meant.

"Rias!" he exclaimed to the red-haired devil as he ran towards her.

"Good boy!" Rias replied as she and Akeno disengaged from their fight with Cerberus momentarily and flew towards Ben.

When he reached them, Ben leapt up into the air and tapped both of them on the shoulder as he passed by them.

 **[TRANSFER!]**

Both Rias and Akeno were surrounded by a green aura as they felt their strength return and magnify further than ever before. This also caused them to feel a wave of euphoria wash over them and they howled in ecstasy. When the wave passed, the two devil women hovered above the Cerberus they had been fighting.

"We're ready now!" Rias declared as she felt more power flowing through her body than she had ever felt before. "Akeno?"

"Of course," Akeno replied, feeling the same euphoria that Rias was feeling and was eager to test out her new power. She raised her hand in front of her as a bright yellow magic circle appeared before her. "Bring out thunder!" she bellowed as a thick bolt of electricity shot out of the circle.

The Cerberus demon seemed to sense what was coming and tried to avoid the blast but was stopped when Koneko flipped it over her head with the help of her enhanced strength and leapt out of the way as Akeno's attack struck home. The demon howled in pain and struggled to rise back up to its feet.

"Time to end this!" Rias shouted as she created a crimson magic circle before her to finish off the demon once and for all but was caught off guard when the Cerberus spotted Asia standing away from everyone else and charged towards her before anyone could do anything to stop it.

"Asia!" Ben bellowed, fearfully, as he ran towards her as he tried to select a form to stop the demon before it was too late. He wasn't going to be fast enough though as the demon was almost on top of her.

"No!" he shouted with fear in his voice.

Just as it reached Asia, however, several swords shot out of the ground, impaling the Cerberus' belly and holding it in place. The owner of the swords, as if anyone was unsure about it, dropped down from the sky, landing beside Asia.

"Kiba!" Ben exclaimed with joy. "You made it!"

"Sorry I'm late. Looks like I got here in time," the Gremory Knight said with a faint smile on his face.

"Time to finish this!" Rias declared as she released a concentrated dose of her Power of Destruction magic, striking the demon completely unopposed, blasting it into oblivion, leaving nothing of the large demon behind.

Ben ran over to Kiba and Asia and was about to ask the blond knight where he had been all this time but was stopped from doing so when Kokabiel's deep voice spoke up, attracting everyone's attention.

"Huh. That was _slightly_ entertaining," he muttered, his bored tone not lost on anyone. "Though it's still not enough to satisfy my boredom.

Rias couldn't hold back her anger and disgust towards the fallen angel and, using some of the enhanced power she had left from Ben's ability, she created another bolt of Destruction magic in her hands before firing it towards the cocky bastard.

Ben's eyes widened in shock though as Kokabiel casually knocked the bolt away with a wave of his hand, sending the bolt right back towards Rias who only just managed to avoid it as it shot past her and impacted the ground, leaving behind a deep hole from where it struck and taking another large chunk of the school field away.

"That was adorable," he taunted as he rose out of his chair, a malicious smirk on his face. "Look how powerful you've become when you've had a little dragon inside of you. Simply fascinating."

Ben glared up at the fallen angel and would have transformed into something else and taken the fight to the bastard if he wasn't trying to recover the power he had lost when he transferred it to Rias and Akeno as quickly as possible. If he was going to fight someone as powerful as Kokabiel then he would need as much power as he could possibly muster.

The area was suddenly illuminated by a bright light which originated from the other side of the school field…right where Balba was with the Holy swords.

"It's finished! It's finally finished!" the elderly priest cackled as a beam of light fired into the air, breaking through the protective barrier with ease to reveal, in place of the four Excaliburs which Kokabiel had managed to gather together, a single sword which radiated pure Holy magic from it. "After all my hard work; I have finally done it!"

They were too late. The Excaliburs had successfully been merged.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: Phew. One more chapter to go before I can start working on the Peace treaty arc which is a much more interesting arc.**

 **There's something I need to tell you guys about my chapter release schedule. Some people may not like this but, to be honest, it's only a small change so I hope you don't mind it too much. Lately, my university schedule has vastly increased including an unavoidable event which will take place every Friday. Because of this, I'd like to let everyone know that further chapter releases will still be regular bar any unforeseen issues but will most likely be released on Saturdays rather than Fridays.**

 **In other news, I'd like everyone to know that they have one more week to make their opinion known on my poll. I will be closing it next Friday and revealing the answer in the next chapter where he/she makes his/her debut in my story.**

 **. . . . .**

 **Reviews**

 **Ultimatrix bearer:** **I'm heartbroken that you haven't checked out my profile! (Just Kidding!) I'm a dude, just for the record, and in regard to your question:**

 **I have plans for Aggregor, perhaps some plans for Diagon, and am going with the idea of keeping Alien X out of my story until otherwise persuaded.**

 **Nivek Beldo:** **The bickering between Ben and Gwen was one of my favourite parts of the original series. I can understand why they removed it in the later series though; they've been through so much together, whereas in my story they've only ever been bitter rivals. The big surprise for those two girls, obviously won't be revealed until the next chapter. All I will add on this is a question to you: Who else would be shocked by the truth about God?**

 **I had nothing particular planned for Kiryuu to be honest. She's just a very minor antagonist for Ben who poses no threat at all except for teasing and embarrassing.**

 **I have something in mind for Vilgax, don't you worry. I'm waiting for just the right conditions to bring him in so please be patient with me.**

 **I'm becoming more and more persuaded to add in Kevin into the story in some sense. I don't have any ideas in my head right now but it's been made clear to me that a few, vocal readers would like to see him. I see him, in my story, as reverting back to his original series persona (the one where he hates Ben and wants to kill him).**

 **It's good to see someone share the same view of Omniverse as I do. The only thing I will acknowledge are some of the alien ideas. They will be changed to suit my story though, just to make that clear.**

 **I've got an entire arc planned around Albedo so just hang tight until then.**

 **Treyalexander63917:** **Enough people have requested this for me to consider changing my mind. I don't think I can add the Osmosian race into my story; I just don't see how I can because I have plans to add more factions and groups into the story and anymore would just be too much!**

 **Like the rest of my crossover characters, he would basically be a blank slate where I can place him in my story in a way that works well.**

 **Johnathen:** **Argh! Even trying to think of a way to work with that idea is starting to give me a headache. Please don't hate me if I decide not to work with this idea. It's an interesting idea but might not be what I want my story to be. Sorry.**

 **Great Saiyaman54:** **Sorry about that. I misinterpreted what you were referring to. He does have some family issues…but yet again, who doesn't on some level? I got the idea for their rivalry from the scraps I used to have with my younger brother which could, at times, get pretty childish.**

 **R R guy:** **I'm not even sure I'll be putting Alien X in my story. He wouldn't be like we know him if I did though, just so you know. I looked up Starbeard and completely agree with you. He looks sooooo much cooler than Alien X normally does.**

 **I don't know about the idea of Ben shouting out something like "It's monster time!" He only did that because it had become a habit of his since he was 10yrs old that has been carried over.**

 **I realise that there are stupidly powerful enemies in the anime and have come up with appropriate plans in response. I haven't finalised them yet but Ascalon will be a lot more than a simple Holy sword in my story. ;)**

 **The Insufferable One:** **I appreciate that you took the time to binge through my story so far. I am aware of the powers that Issei unlocks further in the Light novels and how OP future enemies become. I won't copy Issei's power as this gives me the chance to add something new into the DxD verse.**

 **All I am willing to say is that Ben will really appreciate it when he is given Ascalon. My mouth is zipped on anything else for now. Ddraig's power won't be a crutch in battles.**

 **. . . . .**

 **As always, I hope you'll leave behind a review if you have a comment, question, or critique. I make it a point to answer everyone's review if I can but if I don't reply to a review, please don't be mad. The fanfic site just hasn't shown me it.**

 **Until next time, see ya!**


	17. The battle of Kuoh academy pt2

**A/N: Welcome, once again, to another chapter of** _ **Dragon God of Life.**_

 **Little bit upset that I only received five reviews for the last chapter but it's not like I should expect loads of reviews for each chapter. I am thankful to everyone who left a review and am thankful to anyone who takes the time to leave one.**

 **Anyway. Exciting news: the poll for the Vanishing Dragon's gender has been decided I would like to thank everyone who voted in the poll and the outcome will be revealed in this chapter.**

 **Onwards to the next chapter!**

 **(*Insert disclaimer here*)**

 **. . . . . . . . . . . . . . . . . . . .**

 _Previously_

" _It's finished! It's finally finished!" the elderly priest cackled as a beam of light fired into the air, breaking through the protective barrier with ease to reveal, in place of the four Excaliburs which Kokabiel had managed to gather together, a single sword which radiated pure Holy magic from it. "After all my hard work; I have finally done it!"_

 _They were too late. The Excaliburs had successfully been merged._

. . . . .

"Finally!" Kokabiel said with glee as he watched the sword's creation from his ornate chair. "Now I can have the massive power which comes from the culmination of the four Excalibur swords."

"So that's what you're going to use to destroy the town," Rias said with sudden realisation.

Balba sniggered as he turned to face the gathered devils and Holy sword wielder. "I suggest you leave quickly. You've got less than twenty minutes before this whole town is obliterated," he cackled maliciously.

"If you want to save this boring little town then you'll have to beat me," Kokabiel declared before chuckling darkly. "Not like that will ever happen though. I wouldn't even break a sweat killing all of you."

All ten of his black-feathered wings suddenly sprouted from his back, holding him in the air as his ornate chair dematerialised around him, leaving him floating in the air. "Are you ready, Rias Gremory?"

"I'm more than ready!" Rias retorted loudly as she fired yet another bolt of pure destruction magic at the fallen angel only for him to catch the bolt in his hand as if it was the easiest thing he had ever done. Before he could demean her power though, Akeno appeared above him and fired a bolt of lightning at him, clearly trying to catch him off guard and take him by surprise.

They had no such luck, however, as Kokabiel easily caught the lightning in his free hand, just like Rias' attack, and joined his hands together, forcing the two types of magic together and creating a massive ball of the fused magic before launching towards Rias.

"Rias!" Akeno cried as she threw herself in front of the Gremory heiress, summoning a defensive magic circle in an attempt to block Kokabiel's counterattack with their own magic. This proved fruitless though as the attack decimated Akeno's protective circle and struck the two young devils and causing the two of them to cry out in pain.

After the attack had subsided, while Rias was just about stay in the air Akeno wasn't as strong and fell through the air towards the ground. She would have impacted the ground hadn't Ben surged towards her, leaping up and catching her in his arms before hitting the ground on his back and Akeno sitting in his lap.

Had this been any other time, Ben was certain that Akeno would be making some lewd comment and trying to embarrass him with her sexuality. Now though, however, such thoughts were far from her mind as she sat up to see Ben lying beneath her.

"Are you alright?" Ben grunted as he looked into Akeno's violet eyes.

"Y-Yeah," Akeno replied breathlessly from the recent attack. "I'm sorry, Ben. You wasted all your power on me."

"I don't care about that, right now," Ben replied firmly as he sat up to meet her gaze at eye level. "All I care is whether you're okay or not."

Akeno's cheeks flushed red at Ben's concern for her wellbeing but that was lost on Ben as he gently removed himself from Akeno and stepped in front of her, glaring at the fallen angel who had hurt both her and Rias.

"You think you're so powerful, don't you?" Ben barked at Kokabiel who chuckled in response. "Well let's see how strong you are against me."

Akeno looked up at Ben who had his back to her and chuckled to herself. "There he goes again," she murmured to herself as Asia rushed towards her and began to heal her wounds while Rias landed beside the two of them. "The passionate hero as always."

"I don't know how much longer we can hold out," Rias said. She hated to admit something like that but she wasn't completely sure they would win this fight. It was at this point that she noticed Kiba making his way towards Balba and the floating Excalibur blade.

"Kiba?" she said, causing Ben to stop in his tracks and look over at where she was looking to see Kiba standing before the man who had taken so much from him. Ben wanted to help his fellow devil but didn't know if Kiba would want his help.

"Balba Galilei," he stated calmly to the elderly priest. "I am the only survivor of the Holy sword project. The only one who was able to escape your slaughter to be more accurate. I was able to continue living by being reborn as a devil. "I refused to die that day because I knew for absolute certainty that I would avenge my comrades one day."

He may have appeared calm while he made this declaration to the Archbishop of annihilation but Ben could see that he was doing his very best to contain the anger he felt towards the priest.

In a split second after that, Kiba summoned a sword in his hand and leapt towards Balba with murderous intent.

"Kiba!" Rias shouted out with concern while Koneko rushed towards him and Ben diverted from his course to help Kiba out. To hell with his previous statement; he wasn't going to let Kiba deal with this on his own…he just couldn't do it.

However, before either he or Koneko could reach their friend and comrade, Kokabiel cackled darkly and launched another spear of Light towards them. It struck the ground between the two of them and Kiba, sending the pair of them flying backwards from the following shockwave. The smoke cleared and Ben gasped at what he saw.

Kiba lying on the ground with trails of smoke rising from his prone body.

"Intriguing. You were able to avoid a direct attack?" Kokabiel observed with slight amusement. "This might be more entertaining than I previously imagined. Freed!"

"You called, boss man?" Freed cackled manically as he appeared beside Balba.

' _I was wondering where that fucker was hiding,'_ Ben thought as he picked himself off the ground.

"This is going to be my last piece of entertainment before things really get started; don't disappoint me. Use that re-forged Excalibur to clear away all this debris."

"You are too kind!" Freed replied as he took hold of the floating Excalibur by the hilt and pointed it, tip-first, towards Ben and the others. "Who wants to try their luck against this bad boy first, huh?"

When nobody responded to his question, the manic former priest cackled again and took up a combat stance. "No volunteers? In that case, I think I'll just chop up that devil and bitch believer a little. Hope you don't mind."

Before he could initiate his attack though, a black blur shot over Ben and Koneko in the form of Xenovia who delivered a quick downward strike at Freed which struck the ground when the mad priest dodged it in the blink of an eye.

"Hahahaha! Too slow!" he laughed as he reappeared directly behind the azure-haired swordswoman. "Now try this on for size!" he screeched as he made to slash Xenovia across the chest though missed when she performed a perfect backflip, making sure to deliver a sharp kick to Freed's face as she moved out of the way.

"Argh!" Freed howled as he clutched the side of his face in pain. "You fucking bitch! How dare you kick such a beautiful thing. Just for that, I'm going to cut you up so bad the worms won't even have to chew!"

As he said this, the Excalibur in his hands began to glow ominously before stretching beyond what was normal. It didn't take Ben long to realise that he recognised that power; it was exactly the same as Gwen's Excalibur Mimic!

"Not bad," Freed bellowed as Xenovia dodged his attack, "But it's not just Mimic, you know…?"

The Excalibur blade took this moment to split into five separate blades which arced towards Xenovia who succeeded in deflecting each one.

"…it's a nightmare!" Freed continued sadistically as he appeared to clone himself into seven physical forms, each with the same Excalibur blade as before.

Ben could hardly believe what he was seeing.

' _How the fuck can a single sword be so powerful!? It still doesn't have the other Excalibur pieces forged with it but it's still this strong?'_ he thought as Freed then made the blade turn transparent and began attacking the Holy sword wielder from all angles.

 _ **[Indeed,]**_ Ddraig said, answering Ben's unasked question. _**[Now you realise what kind of man Arthur was not to abuse such power.]**_

The unrelenting attacks were clearly taking their toll on Xenovia who was only just able to hold him off. She was breathing heavily after Freed's last attack and watch as his multiple forms merged back together.

"Looks like you're out of luck, girlie!" he cackled as he raised his sword to attack Xenovia once again.

 **[Transform: Citrakayah!]**

Before anyone could react to the sudden bright light which engulfed the school field, Freed was rushed by what appeared to be a blue blur which avoided his blade and, upon reaching his body, delivered thirty strong punches…all of which were inflicted in the span of less than two seconds.

"Don't forget about me!" the blue blur yelled as it retreated from Freed to stand beside Xenovia.

Once it had finally stopped moving at blinding speeds, Ben revealed himself in yet another form. This one was similar in height to Xenovia and had the appearance of a humanoid feline-like creature with a black suit-like colour scheme. His hands, legs, part of his head, and chest were deep blue in colour. His face was sculpted to appear similar to a mask with fin-like appendages protruding from the side of his face. His look was completed by a thunderbolt-like design on his chest.

"Well, well, well," Freed muttered as he recovered from Ben's lightning-fast attack. "It's been quite a while since I last fought you, hasn't it, shitty devil?"

"I've learnt a lot since our last encounter," Ben growled as he raised his fists in front of him. "Why don't I show you?"

Freed licked his lips sadistically and cackled manically. "I can't wait," he retorted and charged towards Ben who also surged forward at blinding speed and the two of them proceeded to battle each other at speeds so fast they were just blurs to the spectators.

While those two were fighting, Balba approached Kiba who had returned to consciousness and was slowly working up the strength to stand back up on his feet.

"I vaguely remember reports of a child to escape the project. So that was you was it?" he asked though he didn't sound interested by the answer either way. "How tragic to have survived only to live as a lowly devil. I'll freely admit that I'm grateful to you and the others; you taught me all I needed to know to complete the project with the next batch of test subjects."

"C-Complete it?" Kiba gasped as he slowly picked himself off the floor.

"Yes. The subjects we used, individually, had the particular genes required to use a Holy sword. Once I had reached that conclusion I realised that all I needed to do was take out the gene from all who had any of it."

Once I had made this discovery, I learnt to combine and crystallise the genes," Balba boasted as he pulled out a blue crystal from within his robes. "This crystal contains the correct quantity of the gene. In fact, it's the last crystal I ever made from those pathetic brats!"

Freed, who had been listening in on the conversation as he fought with Ben's super quick demonic form, cackled at Balba's words. "Hahaha! Everyone else they tested the crystal on died a horribly agonising death because they were so weak. Everyone, that is, except me. I'm one of a kind!"

Xenovia's eyes widened when she realised she had seen a crystal similar to the one in Balba's hand somewhere before. And then it struck her…

"That crystal," she muttered with realisation. "Holy sword users receive a blessing; a crystal just like that which is placed inside their body. They must have been using them to correct the gene deficiencies."

"That's just typical church behaviour," Balba growled with anger. "Damn hypocrites. They excommunicate me because of my work and then shamelessly use it for their own ends!"

"There was no need to kill us!" Kiba gasped as he swayed where he stood, his strength slowly returning to him.

"Don't take it to heart," Balba muttered dismissively. "You brats were just a means to an end. No matter what happened, killing you was always the plan."

"We believed what we were doing was for God!" Kiba retorted with anger in his voice, his fists shaking with his fury. "There was no need to kill us. We bore all our hardships because of that faith and then you just…threw us away like trash!"

Balba sniffed, completely unmoved by Kiba's statement, and threw the crystal in his hand at Kiba's feet. "Here. Might as well take it. I've got no further need for it. I've reached the point where I can now mass produce it; no martyrs required. Once this town has been wiped off the map I'll travel the world and acquire the remaining Holy swords, create more compatible wielders then wage a war against God and the Vatican. I'll show those foolish Angels the fruits of my labour."

' _So that's why Balba agreed to work with Kokabiel,'_ Ben thought with realisation as he dodged another lightning-fast slash from Freed's blade. _'They both have a grudge against the Angels and want to start a war.'_

Kiba knelt down and carefully picked up the blue crystal at his feet. He held it tenderly in his hands. "How many lives did your research cost? How many deaths did it take until you were satisfied?"

Just then, something happened which surprised everyone gathered; even Freed and Ben stopped fighting to watch what was happening. The crystal in Kiba's hands began to pulsate slowly. Several lights suddenly appeared all around Kiba and surrounded him. The lights flickered weakly at first but quickly grew in strength until they had grown to the same size as Kiba and morphed into shapes which could be described as akin to people.

"It's probably because of the various powers present on the battlefield," Akeno summarised as she watched the scene before her with awe. "They, along with Kiba's heart, must have caused the spirits within the crystal to manifest themselves.

Kiba looked up to see the lights swirling around him, but at this point, they had grown strong enough to give more detail in the spirits appearance. He could see familiar faces which he thought he'd never see ever again and it proved to be too much for him as tears started to flow down his cheek.

"I always wondered…," Kiba said in a trembling voice. "Why was it that I survived while everyone else died. It wasn't fair that I lived. There were kids who had bigger dreams than me, kids who deserved to live more than I did. Why was it that I was chosen to survive that nightmare?

Then a spirit which had taken the form of a little girl tugged on Kiba's sleeve, attracting his attention, and gave him a sincere smile.

Kiba gasped at the simple gesture while the other spirits rose into the air and began to soar around him. Every now and then a spirit would hover in front of him and speak to him.

[It's okay,] the spirit of a young girl said warmly.

[Let's all gather together,] another girl said.

[Take us in,] a young boy said to Kiba.

[It's time,] another said.

[Our lives will forever be one,] a boy, seemingly the same age as Kiba, added.

Tears were flowing freely down Kiba's face at this point and he lowered his head in acceptance. "Yes," he muttered quietly, barely audible to the gathered spectators. At his agreement, the sprits converged on Kiba, surrounding him in a faint blue light.

 _ **[He's done it,]**_ Ddraig noted in Ben's head.

" _Done what?"_ Ben asked with confusion as he reverted back to his normal form once more.

 _ **[The Knight has peaked,]**_ Azmuth observed respectfully.

" _What do you mean 'peaked'?"_ Ben asked again, no more aware of what was going on than before.

 _ **[It happens when the thoughts and wishes of the user oppose nature itself, when they go against the natural order of the world. The Sacred Treasure will peak…or as it is more commonly known: The Balance Breaker.]**_

"Oh, this is getting interesting," Kokabiel noted from high in the air.

"My comrades never wanted me to wish for revenge. They wanted me free…but I'm not. First, I need to destroy the evil in front of me," Kiba announced as he began to walk towards Balba. The priest in question began to lose his nerve and took a step back as a sword materialised in front of the Gremory Knight.

"Freed! Help me!" the elderly priest cried with fear.

"Gladly!" Freed bellowed, completely forgetting about his fight with Ben and leapt over the battlefield until he landed in between Kiba and Balba.

"You can do it, Kiba," Rias called out from where she stood.

"President?" Kiba asked, glancing back at Rias.

"Fight like a true Knight of the House of Gremory. No knight of mine would ever fall to such a pathetic foe."

"She's right, Kiba," Ben added with a firm nod of his head. "I know you can do this!"

The rest of the ORC began to offer encouragement to the blond knight who was sincerely touched by their affection towards him. He couldn't believe how much he had made them all worry with his desperate desire for revenge against Balba and Excalibur.

"Thank you," he said, truly meaning it.

"Urgh, gross! All this touchy talk about friendship and comradery is making my skin crawl! I can't take all this sappy crap!" Freed groaned as he prepared to attack Kiba. "Perhaps killing you will make me forget all this mushy shit!"

Kiba was unperturbed by Freed's outburst and held his composure.

"I need a new sword," he stated as he raised the sword in his hand above his head and began to chant.

"Dear comrades, whose souls have merged with mine. We shall overcome this together." The sword began to glow as he continued his chant. "All our dreams that were stifled can now come true." Two different lights, one white and one black, swirled around the sword. "I'll create a sword for Rias and for all my fallen friends. Sword birth, go!"

The two contrasting lights flowing from the sword grew brighter and more intense. After a few seconds, the light died down to reveal a new sword in Kiba's hands. A sword which resonated two separate powers that Ben never thought would ever be possible.

"It's the sword of betrayer. A sword blessed with both Holy and Devil powers; try and stop it!"

"A sword with both Holy and Devil powers. How is that possible?" Rias asked with astonishment.

"It's not!" Balba declared, disgusted by the very idea. "A Holy devil sword is impossible; two opposing elements cannot be mixed together. It would create an abomination!"

Ben was about to make his own comment on Kiba's sword when he hissed at the sudden spasm which ran up his left arm, originating from deep with Azmuth's Sacred Gear.

" _What the hell was that about?"_ Ben asked, glancing down at his left arm with surprise. He had never felt something like that before and he didn't even know what it meant.

Azmuth didn't answer him though which was even more worrying.

 _ **[How is that sword possible!?]**_ the ancient dragon muttered to himself, completely ignoring Ben and Ddraig who were wondering what was going on with the divine being. _**[There is simply no way something like that should ever exist!]**_

Ben wanted to demand an answer to Azmuth's strange behaviour but he was distracted when he saw Xenovia and Kiba standing together opposite Freed.

"Tell me, Knight of Rias Gremory: are we still fighting on the same side?" Xenovia asked, not taking her eyes off of Freed as she spoke.

"I'd like to think so," Kiba replied, imitating Xenovia and keeping his gaze glued on Freed.

"I have a thought then; why don't we destroy that Excalibur together?"

Kiba was taken off guard by Xenovia's unexpected question and turned to face her. "Are you sure?" he asked, surprised that she was willing to do such a thing.

Xenovia nodded her head. "I understand that, technically, we're looking at a Holy sword but there's nothing Holy about that thing. It's been corrupted by darkness and must be destroyed."

"Agreed," Kiba said, returning his attention to Freed.

Xenovia stopped in her tracks and planted her Excalibur into the ground and held her right arm out, away from her.

"Oh Peter, Basil the Great, Denis, and the Blessed Virgin Mary; please hear my prayers," she chanted sombrely as the space beside her split open to reveal a bright opening, as if to another realm. She reached her hand into the opening and, once it had taken hold of something, pulled it back out, this time with her hand wrapped around the hilt of a large sword.

"In the name of the saint living in this blade; I hereby set you free: Durandal!"

Ben couldn't believe the amount of Holy energy he could feel resonating from the blade in Xenovia's hand. It was almost as potent as the energy he could feel in an Excalibur.

"What the heck is that?" Ben asked with amazement.

"That is Durandal," Akeno said, answering his question. A sword so powerful that it is considered on par with Excalibur. It's said to be able to cut anything in this world!"

"A Durandal!?" Balba gasped with shock as he gazed at the blade. "My research never covered Durandal. It should be impossible for anyone to wield!"

"That would be true…if I wasn't one of the rare naturals; capable of wielding any Holy sword ever made," Xenovia retorted with a smile on her face.

"I don't believe you!" Freed snarled with anger. "You think you can beat me with that thing? Well think again!" he yelled as he split his blade into five separate blades and lunged them towards Xenovia. Unlike last time, however, Xenovia was able to cut through the blade with ease.

"Are you fucking kidding me!" the mad ex-priest hissed as his blade reverted back to its original form. Once it had done so, he disappeared into a blur in an attempt to flank Xenovia and cut her down where she wasn't expecting this. Unfortunately for him though, Kiba expected this and also disappeared into a blur as he engaged Freed in combat. They fought ferociously for a few strained seconds before Kiba's Holy devil sword shattered Freed's Excalibur, knocking the insane exorcist to the ground.

"You fucking bastards!" he hissed as he released his grip on the hilt of his broken sword. "How the fuck was my Excalibur beaten by useless devil scum!?" he demanded before crying out in pain as Kiba slashed his shoulder, leaving a deep wound in his wake.

"Arrrggghhh!" he bellowed before passing out from the injury.

Balba couldn't believe what he had just witnessed. A sword which shouldn't exist had just destroyed the most powerful Holy sword in existence.

"How is this possible!?" he muttered, unable to fathom an answer to his own question. "In theory, the fusion of Holy and Devil powers is physically impossible; they're polar opposites!"

His eyes widened as something seemed to click in his head and he fell to his knees at the implications of his epiphany. "Of course. I understand now! If the two powers are disrupted, such a creation would be possible! That means that, not only the Devil Kings, but also Go-Arrrrrggggghhhhh!"

Balba Galilei never finished his sentence thanks to the Light spear which had embedded itself in his back. Even as everyone watched, Balba's body lit up before slowly disappearing until nothing remained of him, not even a corpse.

"Oh dear, Balba. You really were very talented. It's just such a shame that you had figure out something you weren't supposed to," Kokabiel muttered with a broad smile on his face as he slowly lowered himself closer to the ground.

"Ok Kokabiel. What are you trying to do here?" Rias asked, stepping out in front of the group and looking up at him.

"I thought I'd already made my plan obvious to you. I'm destroying everything I find tedious and boring. However, I'm even more bored than before; I need more excitement." He turned his gaze towards Ben. "Hey there, supposed 'Dragon All-Father'."

"What do you want?" Ben muttered, not particularly fond of talking to the fallen angel but stepping forward to stand next to Rias anyway.

"I need to be entertained. Build up your dragon power as much as you can and transfer it over to one of them," he ordered.

"Why the hell should I do what you say?" Ben retorted, glaring up at the fallen angel who had started this whole ordeal.

"Are you offering to give us a chance? Don't bother, we don't need it," Rias retorted.

Kokabiel cackled darkly at Rias' retort. "You're being ridiculous, Rias my dear. It'll take more than a simple power-up for you to defeat me," he replied calmly.

"I've just about had enough of your bullshit, Kokabiel!" Ben barked angrily and felt someone intertwine their fingers with his left hand. He glanced over to see Rias standing next to him, a determined expression on her face.

She didn't say anything to him, nor did she need to; he knew what she would have said. He tightened his grip on her hand, attracting her attention.

"Let's do this," he said confidently.

Rias couldn't help but put on a smile when Ben said this. She didn't know what it was but she just felt safe whenever she was around her precious servant. "You're right. Let's end this."

The two of them began walking towards Kokabiel as Ben's Boosted Gear slowly charged up.

 **[BOOST!]**

They continued to slowly make their way across the ruined school field towards the fallen angel who smirked at them as they approached.

 **[BOOST!]**

Ben continued to boost his power for a few minutes before Ben realised a flaw in this tactic. He couldn't possibly raise his power to its absolute limit. It would leave them with no time to beat Kokabiel in the few remaining minutes before Kokabiel carried out his plan to obliterate Kuoh from existence.

' _It's not going to be enough,'_ he thought reluctantly as his Gear boosted yet again. They had no choice though; there wasn't time. _'But it's going to have to do.'_

"I'm ready," he announced to Rias who nodded in understanding. She must have reached the same conclusion he had done. She knew he could have kept boosting his power further but they didn't have time for that.

"Me too," she said firmly and tightened her grip on his fingers for luck. They'd be needing it.

 **[TRANSFER!]**

Rias gasped as she felt all of Ben's gathered power flow into her. Unlike last time, she didn't have to split it with Akeno so she received the full blast of Boosted power. It made her previous boost pale in comparison.

Once she had absorbed all of the power into her body, her entire body radiated pure, demonic energy. Her body was covered by the green aura from Ddraig's Gear and the very space around her began to shake from the enormous power she now wielded.

Kokabiel didn't seem fazed by Rias' sudden increase in power. In fact, he seemed to find it amusing.

"Hahaha. This is getting interesting. I can feel power which is on par with your big bad brother!" he barked with amusement.

"In that case…," Rias began, creating two magic circles which practically pulsated with raw power, "…be gonnnnnnne!" the very ground shook as she released her gathered power and launched the largest bolt of Destruction magic she had ever made in her entire life. It shot through the air on a direct path with Kokabiel who didn't make any move to dodge the enormous blast. Was he going to block it!?

He got his answer when Kokabiel, indeed, blocked the bolt and watched as it dispersed around him, a dark chuckle escaping his mouth as he did so. "Ah, this is so much better! Your almost as powerful as Sirzechs!"

Rias continued to fire her power of destruction magic at him for a few more seconds before he collapsed from exhaustion, releasing her hold on the magic and causing it to dissipate. She had used everything in that attack but it had failed.

Kokabiel truly was a monster.

This didn't matter to Akeno, though, as she flew into the air towards Kokabiel and gathered the last vestiges of her magic together for a final assault.

"Bring out thunder!" she bellowed as she fired a bolt of electricity towards the smirking fallen angel only for him to block the attack by shielding himself with his ten black wings and deflecting the attack with ease. He laughed tauntingly at the raven-haired devil.

"Could it be she who possesses the power of Baraqiel is trying to stop me?" he asked knowingly.

Akeno snarled as she intensified her attack. "Don't you dare speak his name! I am nothing like that creature!" she bellowed angrily.

"Who's Baraqiel?" Ben asked with confusion.

It was Xenovia who answered him. "He's one of the leaders of the Fallen Angels. One who has the power to wield thunder and lightning," she said as she followed everyone's gaze and looked up at the two of them as they continued to battle each other.

"Just like Akeno," Ben realised as the pieces slowly began to fit together.

Akeno's attack lasted a few more seconds before she was too weak to continue. Her lightning faltered and phased out as her breathing grew heavy from exhaustion. Kokabiel chuckled again as he revealed himself again.

"Oh my, say it isn't so! Why choose to fall so far in becoming a devil?" he turned towards Rias with a sneer on his face. "What an amusing assortment of servants you have Rias: The Dragon All-Father, a ruined Holy sword project reject, and Baraqiel's daughter!"

Being the only two present who were unaware of this, both Ben and Xenovia were taken off guard by this revelation. He might have been slowly coming to the same conclusion, but having the answer thrust at him like this still surprised Ben.

"No way!" Xenovia gasped.

"I wasn't expecting that," Ben said with shock in his voice and failing to notice Akeno flinch slightly at the way he said that.

"How terribly amusing," Kokabiel muttered with a sneer. "The way you are drawn to inferior products is fascinating; it must run in the family."

Rias stood back up and stared up at the fallen angel with determination and indignation on her face. "Your insulting comments about my brother will not be tolerated; but for insulting my servants you'll pay the ultimate price and DIE!" she declared with anger clear in her voice.

Kokabiel only appeared to be even more amused by Rias' outburst.

"Then by all means, try and destroy me! Possessor of the Dragon All-Father and the Devil King's baby sister! You must have realised by now that you haven't a chance in hell. You're confronting the archenemy of Devils! You should take advantage of this rare opportunity as you'll never get it again!"

Before anyone else could react to Kokabiel's challenge, Kiba and Xenovia surged forward towards the fallen angel, their swords raised in preparation to strike.

"Let's see how you handle the both of us at the same time," Xenovia stated as she and Kiba rapidly closed the gap between them and Kokabiel. Once they were within range, Xenovia took action first, leaping into the air with Durandal raised above her head before bringing it down on top of the chuckling fallen angel. Kiba chose to attack from Kokabiel's flank and brought his own Holy-devil sword to bear as he made to slice Kokabiel across his waist.

Kokabiel's smile grew as he created a Light sword in each hand and proceeded to block both attacks with ease. "This is more like it. What's more fun than a Holy sword and a Holy-devil sword attacking at the same time?" he wondered with amusement.

"This," Koneko muttered emotionlessly as she appeared directly above Kokabiel, her fists ready to punch the fallen angel once she had pounced on him.

Before she could land a single attack on him, however, Kokabiel's black wings sprang into view and intercepted her. In quick succession, Koneko was sent flying back, her uniform torn and several cuts covering her body, as well as Kiba and Xenovia who were sent flying to the floor a few feet away from Kokabiel.

"Koneko!" Asia cried out with worry in her voice as she raced over and began to apply her healing magic to the injured rook.

As Kiba and Xenovia struggled to return to their feet through heavy breaths Kokabiel chuckled sinisterly and swung his two swords in an 'X' shape that sent a wave of Light energy streaking across the ground towards the two sword wielders, a deep groove being left in the dirt in its wake.

Thankfully, the both of them were able to recover just in time to block the intense wave as it crashed into them. Unfortunately, this only stopped them from receiving the worst of the attack; it was still strong enough to knock the two of them back to the floor with gasps as their lungs were emptied from the impact.

Though Xenovia was having a tougher time recovering from the latest attack, Kiba was able to return to his feet, albeit slowly and forcefully. He didn't take his eyes off of Kokabiel as he made to attack him again.

"Sword Birth!" he yelled as several swords materialised around the fallen angel and shot forward with the intent of impaling him. This didn't happen though as Kokabiel's wings came to his rescue once again, blocking the swords with ease.

"Is that all you've got?" Kokabiel asked as he shredded the swords around him with his wings. His answer came in the form of Kiba lunging at him with his sword raised. He fallen angel didn't even flinch at this as he caught the blade with two fingers.

This didn't dissuade Kiba though as he summoned another sword in his left hand and brought that towards Kokabiel's head as well. Again, though, the fallen angel didn't even flinch as he brought up his right hand to catch that one with only two fingers!

Kiba wasn't going to give up though as he created yet another sword, this time in his mouth, and brought it across Kokabiel's face, leaving a deep cut across his pale face and causing him to let out an sharp grunt of pain as he let go of Kiba's swords and held his hand to his face where crimson blood was already trickling down his face.

"Urgh, you cut me!" he grunted with fury in his voice.

In response to this, Kokabiel brought his hand up, pointing it directly at Kiba, and fired a large ball of Light straight towards him. Kiba was saved from the ball just before it hit him by Xenovia who leapt in between them and blocked the blast with Durandal, stopping it in its tracks. With a determined cry, she slashed her sword across the ball, destroying it.

Kokabiel chuckled at seeing the determination in Xenovia's eyes. "Why are you fighting so hard for a group of losers who don't even realise that they've lost their master?" he chuckled menacingly.

"What do you mean!?" Xenovia demanded through deep breaths.

"Care to clarify?" Rias asked with doubt only for Kokabiel to laugh even harder than before.

"Whoops. That just slipped right out," he chuckled with dark intent. "Oh well, I guess I can let you guys in on the big secret. During the last Great War, God was actually killed along with the four great Devil Kings!"

Everyone couldn't speak after Kokabiel's shattering revelation, so shocked they were at its implications. Everyone that is, except for Ben who had fallen to his knees in silent agony as his left arm felt like it had cramped up all of a sudden; he couldn't feel anything in his arm except for the feeling that his arm was burning up.

" _What the fuck's happening, Azmuth!?"_ Ben groaned internally as he fought his way through the pain though the emerald dragon gave him no answer, not even when Ddraig called out to him.

 _ **[Hey! Azmuth! Now isn't the time to go crazy. What's gotten into you!?]**_ the crimson dragon demanded.

On the other side of the field, everyone was still trying to come to terms with the news of God's death. Asia was visibly shaking uncontrollably and trying her best to keep herself steady but was finding it nearly impossible. Xenovia was leaning against Durandal and gazing at Kokabiel with wide eyes that showed her shock clearly for all to see.

Even Rias couldn't believe what had just been said. "God is dead?" she muttered under her breath. No, that couldn't be the case. It didn't even sound right when she said it back to herself. She looked back at Kokabiel and snarled at him. "You're lying! I've never heard of anything like that!"

Kokabiel shrugged his shoulders. "I can't say I'm surprised. After the last war, Devils lost all of their Kings and high level devils, the Angels and Fallen Angels had lost almost everyone except for their leaders. Pure Angels couldn't increase their number and pure-bred Devils are just as rare, aren't they?"

"No," Asia trembled. "It can't be."

"All sides had been reduced to the point where they have to rely on humans to survive. Angels, Fallen Angels, Devils; the leaders of the three factions chose to seal away this information to keep the God-fearing humans in line and ensure they kept fearing and praying.

Ben grunted as he slowly rose to his feet. "Why the fuck should we listen to a single word you say, asshole? After everything you've put us through tonight, you think I'm just going to believe some bullshit story like that?" he growled, glaring at the fallen angel.

"Ben?" Rias gasped, noticing for the first time that Ben was clutching his left Sacred Gear tightly with his Boosted Gear and clearly in pain for some reason.

Kokabiel just chuckled as he glanced down at Ben with a dark grin on his face. "You don't have to take my word for it. Just ask the dragon in your left arm; he was quite chummy with the big guy."

"Azmuth hasn't mentioned anything like that to me. I think that something as shattering as that would have been mentioned to me before," Ben retorted as he felt the pain in his arm disappear. "There's no way he could forget something like that."

 **[It's true,]** Azmuth muttered, loud enough for everyone to hear.

The whole field grew deathly silent at Azmuth's words. If there was any doubt amongst the gathered devils and Holy sword wielder, then it had surely disappeared once it had been said by Azmuth. Ben gasped and fell to one knee as he gazed down at the green gauntlet on his left arm.

"W-What?" he muttered, not wanting to believe.

 **[It's true,]** Azmuth repeated sombrely. **[God is dead.]**

"How come you never said this before?" he asked with frustration mixed with shock in his voice.

 **[Because my memories of the fact had been missing. Kokabiel's revelation made me remember EVERYTHING. Every memory that I had lost has returned to me,]** Azmuth admitted though it sounded as though he would have rather kept them lost from the sounds of it.

"There you go. You don't have to believe me but do you doubt a Dragon God? Try to remember, though, that I couldn't care less about any of that nonsense. The thing that really drives me up the fucking wall is that, after God and the Devil Kings died, it was decided to stop the war!"

Kokabiel was practically frothing at the mouth he was so angry.

"Why the hell would they just stop like that when we were in the middle of winning!? How dare they try to keep me from having my fun and squashing my enemies! We would have won, even after that bastard, Azazel, declared that there would never be another war! What the actual fuck!"

Asia, having collapsed to her knees upon hearing of God's demise, slowly rose to her feet and clutched at her chest where her heart was and trembled. "God doesn't exist anymore? Then where has the love that was given to us been coming from?"

Kokabiel chuckled. "Would you like to answer that, Azmuth? I'm sure you know the answer to that question."

 **[With God dead, Michael will have been put in charge of watching over humanity and Heaven in His stead,]** Azmuth stated forcefully, the memories flooding through his mind again as if they had all just happened.

"The Archangel, Michael, is acting as God's agent?" Xenovia muttered with a trembling voice as she leant heavily on her blade for support. "Then that means our prayers…."

 **[God created a system while He was alive which allowed Him to hear the prayers of humans and angels,]** Azmuth continued, answering Xenovia's question. **[This system is still in place and means that prayers and exorcisms will endure…to a certain extent. Someone will have been listening.]**

This proved to be simply too much for the young ex-nun as she fainted at Azmuth's words, collapsing to the floor, only being prevented from hitting it when Koneko caught her in her arms.

"Asia!" Ben gasped as he watched her collapse into unconsciousness.

Xenovia cast a quick glance back at Asia as she fainted and returned her gaze back at Kokabiel. "It's a perfectly natural reaction. I'm surprised I can still think right now," she muttered through bated breath.

"I suppose the drastic decline in the number of human believers hasn't helped things, does it?" Kokabiel continued. "Without someone like God to watch over the system, the balance between Good and Evil has been ignored in parts…thus allowing something contradictory like the Holy-devil sword to exist. That's why the war MUST continue…and I'll ensure it does by taking your head, Rias Gremory!"

Rias was trembling and struggling to keep herself together. Akeno noticed this.

"Are you okay, Rias?" she asked with concern.

"I let my pride get in the way again," she muttered with fear in her voice. "It's all my fault."

"Like fuck that's going to happen, asshole!" Ben bellowed as he stepped in front of everyone and stood opposite to Kokabiel, pointing at him with his Transformation Gear. "Like hell I'm going to let you start the bloodbath all over again! You think I'm going to let you destroy this town? Disrupt the peace just so you can get a kick from the chaos which will ensue?"

"Ben?" Rias gasped, surprised by Ben's outburst.

Kokabiel chuckled at Ben's outburst. "That's exactly what I'm going to do. What? You think you can stop me? A lowly devil and two ageing dragon fossils?"

Before the fallen angel could taunt him in any other way or before anyone else could say anything, the jewel in Ben's left arm lit up brightly and shot upwards into the sky, illuminating the entire area in the familiar green light from when he transforms. It was so bright that everyone had to cover their eyes to avoid the worst of it. The pressure which was coming from Ben was also causing the ground to shake and vibrate as it struggled to stay held together.

"What's going on!?" Rias wondered with confusion as she struggled to keep herself standing from the vibrations running through the ground.

"I recognise that light," Kiba revealed.

"It's the Sacred Gear releasing power after becoming perfectly aligned with its master's wishes," Akeno explained.

"Now you've done it," Ben growled as the light diminished slightly though it still shone brightly. "You're going to pay for taking such joy in causing misery to others!" the Sacred Gear itself began to vibrate with power. Even as they all watched, the gauntlet seemed to change its shape. It slowly morphed its shape into one that appeared to be more streamlined than before. Short, sharp spikes now protruded out from his knuckles and several spikes now protruded down the length of the gauntlet.

 **[Transform: Water Hazard!]**

The emerald light which had obscured Ben from everyone's view diminished to reveal a red, mollusc-like demon standing in his place. The gathered devils all instantly recognised it as the same demon Ben had turned into when they had set a date for their Rating Game against Riser.

"Let's do this, Kokabiel," Ben said with a deep voice as he fell into a sprint directly towards the fallen angel.

Kokabiel's smirk instantly vanished from his face, a fierce snarl replacing it as he leapt away from Ben's charging demonic form and launched a fairly large spear of Light towards the red demon. The spear was instantly dealt with when Ben punched the spear with his fist, destroying the spear completely and leaving no evidence of it having touched Ben thanks to his new exoskeleton.

"Is that all you've got, Kokabiel!?" Ben bellowed as he fired a concentrated blast of water from the pore in the centre of his hand, taking Kokabiel off guard and knocking him backwards from the force of the blow.

Kokabiel rose to his feet with a snarl on his face just as Ben reached him and delivered a vicious left hook to the fallen angel, knocking his head away and causing him to hold his bruised cheek as he felt genuine pain; something he hadn't felt in a _long_ time, radiate through his body.

"What the fuck are you!?" he grunted as he glared at Ben's demonic form.

"My name is Ben Tennyson," Ben declared as he brought his arms up in a combat stance. "I possess the powers of the Dragon All-Father and the Red Dragon Emperor! I fight to protect my friends and loved ones and I'm going to make sure you don't forget about me!"

Akeno giggled quietly from the back of the gathered group of devils. "Ufufu. That's Ben for you." She cast a quick glance towards her King and best friend.

' _I'm sorry, Rias. I'm starting to like him too,'_ she muttered with her mind and a smile on her lips.

"This is interesting, boy. Very interesting indeed…," Kokabiel glowered as he threw another spear of Light towards him. This time, Ben fired a jet of pressurised water at the spear, destroying it before it even got close to him. Ben surged forward once again and made to deliver another powerful blow to the fallen angel's face but Kokabiel was expecting it this time and shielded himself by covering himself with his wings like when he protected himself from Akeno's attack. "…but it still won't be enough to stop me, boy," he jeered as Ben hammered and delivered blow after blow against the black wings though they refused to budge an inch from his attacks.

This didn't deter Ben though. "You think so?" he growled as he became lost in the bright green light again.

 **[Transform: Rath!]**

The light disappeared to reveal the large, humanoid tiger form that was his Appoplexian form.

"Didn't he have to turn back into his normal form before changing into something else?" Kiba asked with confusion.

"It would appear that's no longer the case," Rias replied with a smile on her lips.

Ben dug his paws into the shield of wings as he looked for even the slightest of grips to get a hold of. He eventually did find one and began to pull the wings apart to reveal an astounded Kokabiel underneath.

"How the fuck did you do that!?" he growled shortly before howling in pain as Ben brought his head forward sharply and delivered an incredibly powerful head-butt to the fallen angel who lost his concentration and let his wings break away and spread out from behind him.

"Aaaaaarrrrrrrrrgggggggghhhhhhhh! Fuck!" he screeched as he clutched his nose which had been broken by the sheer power of the head-butt from the Appoplexian. He was cut off from his howls of pain when Ben took hold of the scruff of his shirt and pulled him close to him.

"LEMME TELL YOU SOMETHING, KOKABIEL, WARMONGERING LEADER OF THE GRIGORI!" the orange-furred humanoid tiger-like demon bellowed at the top of his lungs, his voice carrying all across the school field. "RATH DOESN'T LIKE IT WHEN YOU TRY MESSING WITH HIS THINGS! HE DOESN'T LIKE IT AT ALL!"

Kokabiel rose back to his feet, his nose having already been pushed back into position though blood still streaked down his face. He glanced at Ben's towering form and couldn't help but release another dark chuckle, his wings spreading out behind him. This only served to make Ben's Appoplexian form angrier.

"LEMME TELL YOU SOMETHING, KOKABIEL! RATH DOESN'T LIKE IT WHEN YOU LAUGH AT HIM!" Ben roared as he pointed at Kokabiel in a threatening manner.

"For such a low-ranking devil to reach my face is damn near impossible! You're are truly interesting, boy!" he chuckled darkly.

"Hahaha. Him? You find _him_ interesting?" a new voice called out from above the field.

Kokabiel scowled as he looked up to the sky. "Who's there?" he demanded just as a powerful magical attack hit the roof of the protective dome, causing it to quickly disintegrate into nothingness, shocking everyone present. The only ones capable of doing that with such ease had to be as strong as Kokabiel or stronger.

Neither thought was very comforting if it wasn't an ally.

 **[I was wondering when he'd finally show himself,]** Ddraig grumbled under his breath as Ben reverted back into his normal form.

"What the hell's going on now? Who are you talking about?" Ben asked, determined for answers. He had been through too much tonight to be led around like an idiot. Even as he said this though, Ben could feel a strong tingling sensation run through his right arm as he looked up at the pure white light which hovered above them.

The light quickly diminished to reveal an armoured figure in its place. It was white in colour though it had several sapphire blue gems dotted around the armour. There was an armoured helmet of the same colour which covered the face so Ben couldn't see who was underneath it but he could just make out long silver hair which billowed out from the back of the helmet. Ben would describe the armour itself as sleek and feminine in shape.

"Why is the vanishing dragon here?" Kokabiel demanded as he glared up at the new arrival.

"The vanishing dragon?" Ben repeated as he looked at the new figure intently. This was the one who was supposed to be his rival? He didn't have to believe Kokabiel to know it was true; Ddraig's previous statement combined with the tingling he felt in his right arm was all the evidence he needed to know it was true.

"If you're here because you were captivated by the Red Dragon then you'll have to wai-…." Before Kokabiel could finish his statement the mysterious figure dove down at the fallen angel and ripped off two pairs of his black wings. The fallen angel howled in pain as his wings were pulled from his back.

"Your wings remind me of a filthy crow," a female voice called out from underneath the helmet, confirming Ben's suspicion: the vanishing dragon was a woman. "Azazel's wings are deeper…like everlasting darkness."

"You bitch!" Kokabiel seethed as he reached behind himself to feel the stumps of where his wings had once been. "What the fuck do you think you're trying to do?"

"Someone who's fallen lower than the ground hardly needs wings, do they?" the mysterious figure sneered as she stared down at the fallen angel below her.

Kokabiel seethed and launched himself into the air with his last remaining wings and proceeded to create the single largest spear of Light Ben had ever seen in his life. It was easily seven times the size of the one he had used to obliterate the gymnasium earlier.

As Kokabiel was about to throw the humongous spear at the armoured figure, she brought her hand up just as the air in front of her began to shimmer.

 **[Divide!]** a deep voice boomed from within the armour. Ben guessed that that must have been the voice of Ddraig's brother, Albion.

The spear instantly shrank a few feet from the action and this continued for a few more seconds until the humongous spear had been reduced to nothing.

"What have you done!?" Kokabiel demanded as he felt his strength escaping his body.

"His name is Albion. One of the powers of my Sacred Gear is 'divine dividing'. Every ten seconds it cuts the power of whatever its touching in half and sustains me with that power."

"Divides?" Ben repeated with amazement. "I suppose that makes sense if Ddraig and Albion are polar opposite in nature. The Red Dragon Emperor boosts the power of its wielder and transfers it to others while the White Dragon Emperor steals the power and keeps it for his owner."

"You'd better hurry or you won't even have the strength to defeat a human," the armoured figure stated with amusement. "Let's make it more interesting, shall we?"

With that, the vanishing dragon surged forward at a shocking speed and tackled Kokabiel in mid-air with such force that the fallen angel coughed up blood from it.

"I've been told you've been getting out of hand. Azazel asked me to bring you back at any cost…even if I had to use _all_ of my power. She flew through the air even faster than before and crashed into the ground with Kokabiel screaming "Azazel" as he crashed into the ground, disappearing from view. As soon as Kokabiel disappeared from the field the large magic circle he had created rose into the air a few feet before disappearing into thin air.

The smoke soon dispersed to reveal the vanishing dragon standing in the middle of a deep crater. She looked over at the unconscious priest and approached him. "We'll need to discuss a few things with our stray priest as well. We'll take care of the rest afterwards."

She flew out of the hole, landing right in front of the downed priest who she effortlessly lifted off the ground.

 **[Are you going to ignore me, white one?]** Ddraig said, allowing everyone present to hear him.

 **[I had heard that you had been awoken, red one?]** Albion replied sternly.

 **[I've been wondering when we would finally meet again,]** Ddraig stated.

 **[As have I. it's our destiny to fight one day, but that isn't today.]**

 **[Is there something concerning you, white one? I can't sense the same level of hostility as before.]**

 **[I could say the same thing, red one. Your hostility is also lower than the last time we fought.]**

 **[It seems that we both have other things on our mind other than fighting,]** Ddraig observed neutrally.

 **[Perhaps,]** Albion noted.

The jewel in Ben's left hand also took this opportunity to light up.

 **[Do you plan to ignore me, Albion?** ] Azmuth asked, his deep voice booming out across the field.

 **[Of course not, Azmuth. I struggled to believe the stories that you been sealed within a Sacred Gear. I always believed that you had left this dimension and found another one to live in. Oh, the beautiful irony: you gave God the tools he needed to seal Ddraig and myself away in these Gears and have only gone and found yourself suffering the same fate. How does it feel to have lost most of your divine power?]**

Azmuth growled at the white armoured figure. **[You'd best not forget who you're speaking to, Albion. I still possess more power than the both of you combined.]**

 **[Perhaps. My fight is with Ddraig, not you…but seeing as you both possess the same human I guess we'll get to see who's the strongest after all,]** Albion replied with what Ben guessed was a wry smile on his face.

 **[How long will you two continue this pointless squabble? How much destruction have you caused? How many lives have you taken?]**

 **[This has nothing to do with you, Azmuth. Don't think you can stop us.]**

As the armoured figure turned around and was about to head off to wherever she was taking Freed, Ben stepped forward. "Hey!" he shouted, catching her attention. "Who are you?"

The vanishing dragon just stared at him in silence for a few seconds before answering him. "You'll need even more power if you want to understand. Keep getting stronger, my rival. Albion may not be keen to fight the Red Dragon Emperor or the Dragon All-Father but I, on the other hand, can hardly contain myself. We will fight one day and I hope you make a worthy opponent."

As she said this last part, a bright white light slowly engulfed him and revealed, when it disappeared, that their mysterious saviour had vanished into thin air.

Everyone stared out at the destroyed school field where this whole action had taken place in silence until it was shortly broken by Sona and her approaching peerage.

"Rias," she called out as she came to a stop near her fellow king.

"Sona," Rias called back as she looked around to see the group of devils beside her.

Sona looked past Rias, at the spot where the Vanishing Dragon had just disappeared with her arms crossed under her chest. "I wonder why the White Dragon Emperor suddenly showed up out of the blue like that."

"I wonder if she realised she just saved our town," Rias replied with a small smile on her face.

Sona shook her head slightly. "I highly doubt it," she stated before turning to her queen, "Tsubaki. Time to repair the damage done to our school. We should be able to finish before classes start."

"We can help," Rias interjected thoughtfully though Sona only shook her head.

"No. thanks for the offer but taking care of the school is the job of the student council," she declared with determination as she headed off to begin the repairs with the rest of her servants following after her.

Kiba sighed with relief as he looked upon the ruined school. It was over. It was finally over. Even if someone else intruded in on their fight, the town had still been saved. He brought his sword up to eye level and examined it, the memories of how it was forged entering his mind once again.

"No, it's not over," he muttered with understanding. "There are others who took up Balba's research. My fight is not over yet."

He was distracted when he felt someone place their hand on his shoulder. He looked at the owner to see that it was Ben.

"Looks like you did it Kiba. You got closure on what happened to you…and you got a kick-ass sword thrown in as well," he said with a sincere smile adorning his face.

Kiba's lips slowly formed into a smile to before he remembered how he had been acting for the past few days. "Hey, listen, Ben. I just wanted to apologise for how I…." He was interrupted when Ben raised his hand to silence him.

"Don't sweat it. It's over now, isn't that enough?" Ben stated with a smile. "Besides. I had WAY too much excitement tonight and anything else would just hurt my head," he continued as he turned away from Kiba and back to where the Vanishing Dragon had…vanished.

Asia and Koneko took this opportunity to approach the two male devils. "Um…Kiba. Does this mean you can come back to the club again?" Asia asked hesitantly.

' _I can't imagine how she must be feeling after finding out the truth about God,'_ Ben thought, concerned for Asia as he watched her smile at Kiba's promise to return to the club. _'But what's important is that everyone is safe.'_

"Kiba."

Everyone turned to see Rias approaching Kiba with Akeno right beside her.

"Rias," Kiba acknowledged with a bow of his head.

"I'm glad you decided to come back to us…and as your master, I can't tell you how proud I am that you achieved Balance Breaker," Rias said softly, a warm smile on her lips.

Kiba lowered himself to one knee as he bowed to Rias, his sword laying on the ground by his side. "I still betrayed the club members…and more importantly I betrayed you; the one person who saved my life all those years ago. I can't make up for what I've done."

"It's enough for me that you came back to us," Rias responded warmly and sincerely. "It's enough for all of us. But next time, don't let these feelings go to waste."

Kiba's eyes began to water up slightly at Rias' words and he bowed his head low. "I'll make my vow to you once more, Rias. I, Kiba Yuuto, promise to protect you and your companions as a Knight of the House of Gremory for the rest of my life."

He felt soft hands cup the sides of his face and pull them up to reveal Rias in front of him. She had knelt down in front of him and held his face in her hands. She then pulled him to her chest and hugged him affectionately. "Thank you…and welcome home," the crimson-haired devil said with joy in her voice as she held him close to her.

The embrace lasted a few more seconds before they broke apart and stood back.

"Now then, Kiba. There's one last thing I need to do," Rias stated with a wry smile on her lips as a familiar red circle materialised in her hands. Ben chuckled under his breath as he remembered what happened to him when he saw that smile on Rias' face combined with the red circle in her hand. In fact, his backside unconsciously tensed up when he saw them.

"It's time to accept your punishment of 1000 spankings," Rias said, confirming Ben's suspicions.

"What!?" Kiba exclaimed, backing away slightly from his king. He heard Ben laughing at his side and turned towards him. "Come on, Ben. Why are you laughing at that?"

"Hey, you managed to wriggle out of your punishment last time," Ben countered as he smiled at the blond knight. "I had to accept my punishment and it's only fair that you get yours."

Kiba grimaced at Ben's words. "Shut up, Ben!" he exclaimed as Ben continued to giggle.

. . . . .

They decided to wait around until Sirzechs and his troops arrived to explain what happened with Kokabiel and the appearance of the Vanishing Dragon. In that time, Asia went around everyone to heal their injuries from the intense fighting. Akeno joined her where she could but her healing powers were still nowhere as potent as Asia's thanks to her Sacred Gear. Kiba was stood up and walking around their group as he nursed his tenderised backside from Rias' punishment.

Ben, on the other hand, was sat on a bench by himself, a few feet away from everyone, and trying to talk to Azmuth which was being met with no success whatsoever. Not even Ddraig had any luck rousing the ancient dragon from whatever was distracting.

" _I guess the sudden return of his memories proved to be too much for him,"_ Ben stated as he stared at the emerald green gauntlet on his left arm. He had been trying to speak to him but Azmuth had flatly ignored both him and Ddraig for the past few minutes despite their best efforts.

 _ **[Perhaps you're right, Ben,]**_ Ddraig conceded within Ben's head. _**[I have never seen him like this before. Who knows when he'll return back to his senses.]**_

They were interrupted from further conversation when magic circles bearing the crest of Lucifer appeared all over the place with devil soldiers appearing out of them and covering the entire area in mere seconds.

Rias approached the nearest soldier who looked to be in charge; who by happenstance was standing next to the bench that Ben was sat on. Before Rias could open her mouth to tell the officer what had happened, the jewel on the back of Ben's left hand shone brightly, attracting the attention of everyone in the immediate vicinity.

 **[Are you the one in charge of these soldiers?]** Azmuth said, his voice booming out across the damaged field.

Ben and Ddraig were both startled by Azmuth's sudden return.

"Azmuth!? You're back!" Ben exclaimed though Azmuth paid no attention to him at. He was still waiting for the devil's answer.

The devil in question coughed behind his hand and nodded his head slightly at Azmuth. "I am indeed the one in charge…that is until Lord Lucifer arrives and takes ov-…."

 **[I wish to speak to Lucifer in private…immediately,]** Azmuth barked, cutting the devil off from his sentence.

The devil wasn't overly happy at being spoken to in this way. "Who are you to demand an audience with Lucifer?" he demanded with barely contained anger and frustration.

 **[I am the Dragon All-Father, little devil!]** Azmuth boomed back in response, unhappy at being spoken to like that by anyone. Power began to radiate from within the Gear, though Ben wasn't the cause of it, and spread out around the gathered devils. **[You have no idea what is going on here! I WILL be speaking with Lucifer, regardless of whether you allow it or not!]**

Ben, along with everyone else in the ORC was stunned by the venom in Azmuth's voice. He had always been somewhat distant with everyone else except for Ben but they had never heard him speak in such a manner.

Overcoming her shock before anyone else, Rias turned back to the officer who was shaking slightly at the huge wave of power which encompassed him. "Please send the message to my brother," she said formally and the officer quickly nodded his head with a "Yes Lady Gremory" as he hurried off, a small communication circle by his ear as he spoke to whoever was on the other side.

Once he was gone, everyone returned their gaze to the emerald gauntlet which returned to its former dormant state as though nothing had happened.

"What was that about, Ben?" Rias asked as she placed her hand on his shoulder.

Ben looked at her with an equally confused expression on his face. "I've got no idea. Me and Ddraig have been trying to get him to talk for the past few minutes but nothing we did would work." He turned his gaze back down at Azmuth's Gear. "Hey, Azmuth! What the hell was that all about? You nearly made that guy pass out just then."

 **[I am not in the mood for such formality or petty customs,]** Azmuth muttered, not remorseful for how he had acted mere moments ago. **[The three factions have been absolute fools. This is not what He died for! Not stupid squabbles or pointless skirmishes like what has happened tonight. He didn't want this!]**

Ben didn't need Azmuth to say who "He" was but before he could ask anything of the ancient being, the devil officer had returned.

"Lord Lucifer has agreed to a private audience. If you would please step into the magic circle," he said, gesturing to the crimson magic circle which appeared beside him.

Ben looked between everyone who looked at him with concern for what was happening. After he received frustration from Azmuth within his head, Ben stood up from his seat and made his way onto the magic circle.

In a flash of light, Ben realised that he had been teleported though he didn't recognise where that was. It was a fairly dimly lit room with only a few torches lighting it up and was sparsely decorated. The only piece of furniture he could make out was an ornately decorated throne-like seat at the end of the room.

It was only at this point that he realised that there was someone sat down in the chair. He gulped when he recognised who it was. He had only ever seen him once before but there was no way he could forget that crimson hair, identical to the same crimson hair of his master.

"Greeting, Benjamin Tennyson," Sirzechs, Lucifer and one of the four great Devil Kings, said in greeting as he looked at the young devil before him who had become extremely nervous all of a sudden.

"H-Hello, your majesty," he mumbled nervously as he bowed respectfully at the Ultimate-class devil before him.

"I hear you wished to speak with me in private about something," Sirzechs stated as he sat back in his chair, gazing at Ben intently.

"Umm…actually it was…," Ben began to say before Azmuth cut him off.

 **[It wasn't him, Lucifer. It was I who wished to speak to you,]** Azmuth announced, his voice echoing around the empty room. **[We have much to discuss, Devil King.]**

. . . . .

Next day, after school

Sona and her peerage did an excellent job of repairing the school grounds after the fight with Kokabiel. They had almost completed the work by the time Sirzechs' troops arrived who, once they had arrived, aided in the final tasks of repairing the school, including repairing the obliterated gymnasium and fixing the damaged school grounds.

By the time morning came and classes started, there was no evidence that a massive fight had taken place mere hours ago.

Ben entered the clubroom along with Asia and immediately came face to face with someone they hadn't expected to see.

"Hey there, Dragon All-Father," Xenovia said formally. The next thing Ben noticed was that she was wearing a Kuoh Academy uniform.

"Uh, hey, Xenovia," he replied slowly, "Why are you wearing a school uniform?"

"She's the newest addition to our group," Rias announced from behind her desk, a cheerful smile on her face. "Say hello to the newest Knight of the House of Gremory."

"No way, seriously?" Ben exclaimed with surprise as he looked at Xenovia who sprouted her wings from her back to act as confirmation of her rebirth. "Why'd you want to become a devil?" he asked, somewhat guessing the answer to his own question.

"After I found out that God was actually dead, I begged Rias to let me become one of her servants," Xenovia said with a heavy heart as the truth of God's demise still hung over her.

Ben nodded his head in understanding. He couldn't imagine how someone with such a strong faith would be feeling after such a revelation.

"It'll be nice to have the Durandal user added to our ranks," Rias said cheerily. "With you and Kiba with us, our left and right flanks will be secured."

"I was also transferred here as a second year student. Looks like we get to spend more time together," the azure-haired knight said, clearly with the intention of sounding cute.

"You kinda ruin the whole 'cute vibe' when you say that with such a serious face," Ben sweatdropped.

"I tried copying Gwen but it looks like I just can't quite get it right," Xenovia sighed at her failure.

"My cousin and the word 'cute' don't go together," Ben grimaced before looking at Xenovia with a serious expression on his face. "Are you sure this is what you want, Xenovia? Becoming a devil, I mean?"

"Without God I have no meaning. But to be honest, I don't if becoming my old enemy was the correct path. However, for the little sister of the Devil King, Rias has been exceptionally kind to me. I can't go now though. I hope I made the right decision; I feel like I have but there's so much doubt."

"You don't want to think about it too much," Ben warned light-heartedly, "It'll make you go insane. Speaking of insane…what happened to Gwen?" he asked cautiously.

Xenovia crossed her arms under her chest. "She…returned back to headquarters," she said sadly, remembering the encounter clearly. "She went back with the five Excaliburs including my own. The four Excaliburs which had been forged into one by Balba have had their core fragments saved to be taken back and re-forged."

"I can't imagine that my cousin took your decision to become a devil well," Ben wondered, imagining how his cousin would have reacted upon finding out, each scenario worse that the last.

"No, she didn't," Xenovia conceded with a slight shake of her head. "She couldn't understand why I would suddenly break from the church and join the ranks of its enemy and I couldn't tell her the truth about God nor that the church had banished me as a heretic because I knew the truth. She was a much stronger believer than I was; I can't imagine how she would have reacted if I told her the truth."

"You were banished too?" Ben muttered. He didn't agree with how quickly they were willing to brand her a heretic but, on a certain level, he could understand their reasoning behind it. If news that God was dead was made public, who knows what kind of chaos would ensue within the Christian world.

"I'm a dangerous person who knows the truth about something I shouldn't," Xenovia said with finality in her voice.

She turned her attention towards Asia who was sat down. "I owe you an apology, Asia. I am very sorry for the horrible and hurtful things I said to you. I can't get the way I was treated by the church for knowing the truth out of my head. I must have made you feel the same way."

"Please don't feel bad for me, Xenovia," Asia said sweetly as she placed her hand over her heart. "Even though I'm a devil now, I've never felt more blessed. I've met so many wonderful people who mean so much to me. I've never been this happy before in my life."

"I see," Xenovia said with a small smile on her lips before she remembered something. "Oh, there's something I wanted to ask you."

"What is it?" Asia asked curiously.

"I would really appreciate it if you would show me around the school sometime," the azure-haired knight said with a warm smile.

"I'd love to," Asia replied instantly.

Xenovia then turned towards Kiba who was sat down on one of the sofas in the clubroom. "Also, if it isn't too big of a deal, I thought it'd be fun to try out my Durandal against your Holy-devil sword again."

"I was thinking the same thing," Kiba replied with a smile.

Rias stood up from her seat and attracted everyone's attention. "Now. We've got a new member so let's get the Occult Research Club back open for business!"

[You got it, Rias,] everyone shouted in unison.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: What did Azmuth want to speak to Sirzechs about? What else did Azmuth remember? Tune in to the next chapter to find out.**

 **At last! I've finally finished the Holy sword arc! Now that that's over I can now start work on the peace talk arc. Yay!**

 **In case some people get confused later on, I'll just explain it now. Ben has just unlocked the ability to switch between his forms without having to turn back into a human. He has to still use the dial to start off with (He hasn't unlocked 'master control' yet) but once he has done that he can cut out the part where he reverts back to his normal form and change into whatever demonic form he wants.**

 **. . . . .**

 **Reviews**

 **Ultimatrix bearer:** **I've already contacted you through PM but I would like to say thanks again for the review and I'm glad you enjoyed the chapter.**

 **Spider-Man999:** **I hope you enjoyed the beat-down Kokabiel received from Rath. The reason why Way Big didn't show up nor will he do so for some time is because, as I explained earlier in my story, unlike the cartoon, the Ben in my story isn't restricted to a certain time limit I which he can transform. Instead, he is limited to the strength of his body and mind. Way Big is an incredibly powerful being even in the canon universe so it will be a long time before Ben can handle transforming into such a creature.**

 **Nivek Beldo:** **I agree that the arc was pretty irregular and am grateful to your compliment.**

 **I'm glad you liked the little moments between the fight scenes. I really enjoyed writing those scenes the most. The rivalry between Ben and Gwen was an important element in the original series in my opinion, and obviously with them not having seen each other in years in my story, there's no way their relationship would have progressed to the one we saw in Alien force onwards. I will do my best to make it work and be humorous as best I can.**

 **My plan was just to put Kiryuu in as a very minor antagonist who loves teasing Ben every now and then.**

 **I DO have plans for the future of my story that include more characters from the Ben 10verse.**

 **Apologises for not PMing you this week. I have literally been up to my ears in university work and real life in general. I was only able to give my finished chapter to my beta reader two days ago before I made changes and corrected the mistakes which I had made. If you still want to talk then that's fine with me, just leave me a PM whenever you want.**

 **Ascalon is certainly going to be anything BUT an ordinary sword in my world, that's a promise. Unlike what Issei did in DxD canon, I'm going to make Ben keep the sword (I mean. Who in their right mind would give away such a powerful sword!) but will get more lessons from Kiba and Xenovia.**

 **Omnimania00:** **Hey there. Thanks for letting me know about your name change.**

 **Of course I'll include the race of Osmosians in my story, I just won't talk too much about them. Still trying to find a way to put Kevin into my story (will probably be a fallen angel or something like that) but remember; there was one other familiar Osmosian in the Ben 10verse. I'm not going to say who as it should be obvious for fans of the show. I have clear plans for introducing him into my story.**

 **Ballsandweeners35:** **Glad to hear from you again. From what I can see, you were talking to me about not making Ben react so amicably towards Rias after becoming a devil. The issue was that you made that comment after I was halfway through the Riser arc where the foundations of my story had already been laid down.**

 **. . . . .**

 **Thanks again to everyone who left a review and to everyone who reads my story.**

 **If anyone has a question or comment, please leave a review and I'll be sure to answer your question either in my next review section or via PM.**

 **Until my next chapter, see you all later.**


	18. Swimming lessons and introductions

**A/N: I know what you're all thinking and I want to let you guys know I'm sorry that this chapter is so late. My laptop suffered from a major cockup which made me lose over half of the chapter. That, combined with my uni work left me with no time to release the chapter on the normal date.**

 **Now that's out of the way….**

 **OMG! I can't believe how many reviews I've gotten since my last chapter. Thank you so much! I asked for more reviews but I didn't expect to get that many. Would love to see that many for this one though that's not a demand.**

 **I would like to point out as well that, in this chapter, I made my first ever attempt to write some particularly ecchi scenes. I personally think I did a good job and my beta reader didn't have any complaints but I would really appreciate some feedback from you guys. I can only get better when I know what I'm doing wrong.**

 **Without further ado, here's the chapter you've all been waiting for.**

 **(*Insert disclaimer here*)**

 **. . . . . . . . . . . . . . . . . . . .**

In recognition of their victory over Kokabiel and saving the town from being destroyed by the war monger, the Occult Research club decided to celebrate by having a big party in the local karaoke bar in town. Every member of the club was present except for Rias and Akeno who had opted out of the celebrations so they could complete a very important task though they refused to tell him what it was when he asked.

Even Saji was there with them. Ben had asked Sona whether the Sitri pawn could join them as a way for him to say sorry for getting him in trouble by going behind Sona's back. She had seemed hesitant at first but eventually agreed to let Saji join them, albeit begrudgingly.

Kiryuu also found her way into the celebrations (though obviously not knowing the exact reason for the party) to Ben's annoyance. She was probably the last person that he ever wanted to end up in a fairly small room with but he refrained from saying anything because Asia was the one to invite the four-eyed pervert to the party and he didn't want to upset her.

Everyone was enjoying the party, all having a turn at singing, some singing on their own and others doing a duet. Even Ben got involved when he found a few songs from Queen which he knew virtually off by heart.

Right now, though, Saji was having his turn at singing one of his favourite songs that were available on the karaoke machine. Ben was sat down on the sofa and drinking some of his juice to rehydrate his parched throat from all the singing he had just been doing.

BZZZZZZZZ

Distracted by the tone, he pulled his phone out of his pocket to see that Rias had just send him a photo. He almost spat out the juice in his mouth when he opened up the picture to see Rias wearing an extremely attractive white, two-piece swimsuit. Thankfully though, he was able to swallow his juice instead of spraying everyone with it though that just left him in a small coughing fit as a result.

BZZZZZZZZ

He noted that Akeno had also sent him a photo. Bracing himself, he opened it up to see Akeno wearing an equally attractive swimsuit and posing for him in a very provocative way. So this was why they couldn't come to the karaoke party with everyone else? To pick out swimsuits for some reason.

' _Although,'_ he thought to himself as he looked at the two new pictures in his phone, _'I'm not exactly going to complain about it.'_

"Are you alright, Ben?" Asia asked from the other side of the booth with concern in her voice as she watched him patting his chest to stop his coughing.

"Y-Yeah *cough*, I'm fine," he coughed behind his hand as his airway cleared up eventually.

Kiryuu's glasses seemed to gleam as she stared at Ben with a sly smile on her face. "I'll say so. It looks like you got an eyeful of something good by the large protrusion in your pants."

"I don't believe anyone was talking to you," Ben muttered in response before getting distracted by his phone vibrating, indicating an incoming call. He glanced down at the caller ID and grimaced as he recognised who it was. "I've got to take this. I'll be back in a moment," he said as he stood up, leaving the room as he answered his phone.

* * *

(Karaoke hallway)

"…no, that's fine. I did say I would come by whenever you wanted. I'll be by in a few minutes. Yeah, see you in a bit," Ben said before disconnecting the call and putting his phone back in his pocket.

"Got a client?"

Ben looked over to see Kiba sat down on a bench near the drink and snack area, a cup of iced tea in his hands.

"Yeah, it's that rich guy who was my first regular," Ben replied as he approached the blond knight.

"Calling on a day-off? That's sucks," Kiba said with a light chuckle.

"I know," Ben admitted as he stopped at the drinks counter. "But I did say I would do so. He summoned me during the whole 'looking for Freed' thing and promised I'd visit him whenever he wanted. If I don't then Rias would get angry and we both know what happens when Rias gets angry."

"Yeah," Kiba sweatdropped as the two young men felt their backsides tense up subconsciously at the painful memories.

The hallway fell into silence as Ben fixed himself with a drink while Kiba just stared at the glass in his hands.

"Uh, I never get why places serve cold tea," Ben grumbled as he poured himself some juice. "It's supposed to be hot."

"Hey, Ben," Kiba called out, attracting Ben's attention.

"Yeah?" Ben asked, turning to face Kiba with a new drink in his hand.

"I've been wanting to thank you but haven't had the chance to do so…so thanks," Kiba said with a serious expression on his face.

"Hey, don't mention it," Ben replied, waving his thanks off. "Everybody's already forgiven you…even Rias. As far as I'm concerned, that's the end of it. There's no need to thank me."

Ben made his way back to the booth where everybody else in their group was but stopped just outside the door with his hand on the handle. He glanced back at the young knight who had returned his gaze back down at his glass. "Hey Kiba. I've still got a few minutes before I have to go. Why don't we do a kickass duet before I have to go?"

"Yeah, sure," Kiba smiled as he stood up and joined Ben before they re-entered the booth.

* * *

(Client's house)

Once Ben had finished with his duet with Kiba, he found himself at his client's house a few minutes later. Currently the two of them were playing a fighting game on one of the various gaming machines that he had bought since Ben had last visited him. During that visit, Ben had introduced the blond haired individual to the joy of video games and now Ben swore that his client had gone out and bought every single method of playing video games ever created.

"Dammit!" Ben exclaimed as his character was decapitated by his client's character for the fourth time that night. "How have you gotten so good at these things? I only introduced you to them about a week ago."

"What can I say? I had a lot of time on my hands to practice," the client said with a smile as his character celebrated his recent victory. "After all, it's been a while since you last visited me."

"Yeah, sorry about that. Had some devil business to deal with," Ben replied as he watched his headless character lying on the floor of the arena, computer generated blood seeping out of the hole in his neck. "Never mind that though, what brought you to go out and buy every single gaming console known to man?"

"I kinda got obsessed with video games after you introduced me to them. I can't stop when I start collecting stuff." A wry smile formed on his lips, unbeknownst to Ben. "I've often been told that I get completely immersed in what I'm collecting."

"Is that so?" Ben replied with a small smile of his own.

" _It seems like he might reveal himself after all,"_ Ben said to his two dragon companions.

 _ **[I'm not surprised after what happened with your conversation with Sirzechs the other day,]**_ Azmuth replied off-handedly.

Benshuddered slightly at Azmuth reminding him of that particular event in his life. _"Don't remind me. I want to forget about that as soon as I can."_

The blond-haired man stood up and turned towards Ben who remained cross-legged on the floor. "Well, shall we have another game, devil boy…or should I say, Dragon All-Father?"

WHOOSH!

Ben looked up at this client to see twelve pitch black wings protruding from his back.

"I am Azazel, otherwise known as the Governor-General of the Fallen Angels," Azazel announced with a wry smile on his face as he looked down at Ben.

"Hi, Azazel," Ben replied with a polite nod of his head.

Azazel chuckled under his breath. "I was kinda expecting a bit more awe when I revealed myself," he admitted, his smile still on his face.

"I would have been surprised if I didn't have a dragon god sealed within my left arm that remembers you even after all this time," Ben explained, holding up his left arm to the Governor-General.

"Hmm, I guess that explains it," Azazel sighed as his six pairs of wings returned back into his body. "After everything that's happened with Kokabiel I thought I'd introduce myself. That and I also have a special interest in both your Sacred Gears, mainly your Transformation Gear though. I could hardly believe it when I learned that Azmuth had been sealed within a Sacred Treasure; I thought he had left this dimension millennia ago."

"If you're thinking about trying to convince me to join you then don't bother," Ben stated abruptly as he stood up to stare at Azazel at eye level. "I'm staying with Rias as her pawn."

"I thought as much," Azazel said with a nod as he crossed his arms across his chest. "I do have a message for Azmuth though. The three factions have agreed to the summit though a time and place are still being decided."

"He'll be very pleased to hear that."

"Really? Pleased?" Azazel asked with a knowing smile. "The Azmuth that I knew of millennia ago would never ever fit the description of 'pleased'…no matter what happened."

Ben couldn't help but chuckle at this. "You might be pleased to know that he hasn't changed during the time he was sealed within his Gear. He's still a grumpy, impossible-to-please-but-quick-to-annoy guy."

Azazel laughed loudly at this and nodded his head knowingly at Ben's accurate description of the ancient being.

Ben joined in with the laughter though only a single thought running through his mind.

' _Rias is going to be extremely pissed about this!'_

* * *

(Clubroom)

"This is absolutely outrageous!" Rias declared angrily.

' _Yep, she's pissed alright,'_ Ben thought with a sigh as he sat on the arm of the sofa back in the clubroom.

After he and Azazel had parted ways, Ben had decided to bite the bullet and phone Rias, telling her about the identity of his regular client. Needless to say, she was not happy with finding out that the leader of the Fallen Angels had been hiding within her territory. She had called an emergency meeting and demanded that everyone attend.

This led to the clubroom being occupied by the entirety of the Occult Research Club a few minutes later where Ben was told to retell everything that he had already told Rias over the phone. It seemed that hearing it all over again did little to ease Rias' frustration on the matter.

"Not only did the Governor-General infiltrate my territory and interfere with my business," the crimson-haired devil continued with frustration in her voice, "but he also has the gall to make advances on my prized servant!? He deserves to die a thousand deaths!"

Ben sweatdropped at the intensity of Rias' frustration. "I guess I can understand why he's interested in Azmuth's Gear; before, it was completely unimaginable that a god…and a dragon god at that would find themselves sealed inside a Sacred Treasure."

"You don't have to worry about a thing, my precious Ben," Rias stated firmly as she pulled Ben's head into her chest and hugged it fiercely, her hand resting on his head. "I'll do everything in my power to protect you."

Ben tried to respond to her declaration but it barely came out as a muffled noise as his face was pressed into the buxom young woman's ample cleavage.

"So is it true?" Koneko asked from one of the clubroom's sofas, a small bowl of desert in her hands as per usual for the white-haired rook. "Is there really going to be a big meeting between the leaders of the three factions?"

Rias released Ben from her affectionate embrace and nodded her head at Koneko's question. "It's true. I received confirmation of it from my brother earlier." She glanced towards Ben, giving him a questioning look. "He also asked me to thank Azmuth for him for some reason. Care to enlighten us on that, Ben?"

Ben laughed forcefully and without enthusiasm as he rubbed the back of his head at Rias' request.

"I must admit that I'm curious too," Kiba added from his seat beside Koneko as he stared at the Gremory pawn along with everyone else. "You never told us what you spoke to Sirzechs about."

"Ahh, yeah about that," Ben muttered, reluctant to be reminded of that particular conversation with the devil king. "I was told to not talk about it unless I was told I could do so...and it wasn't even Lucifer who said that. Azmuth made it crystal clear that I wasn't to say anything about it until the "time was right"." He made air quotes with his fingers at the last part. "Whatever that means."

Rias stared at Ben for a second before sighing and shaking her head slightly. "How annoying. Anyway, we're going to need to make a plan about what's going to happen in the future. Any thoughts on the matter?" she asked to the entire room.

The short silence which followed revealed that nobody had any particular thoughts on the matter. It was Xenovia who broke the silence as she crossed her arms under her chest. "I still can't believe this is happening. All relationships have been changed. Nothing is the same anymore between the devils, angels and fallen angels."

"That's precisely why this is such a delicate situation. A meeting such as this could very well make things more complicated than they are now. I honestly have no idea what's really going on," she admitted begrudgingly.

Ben couldn't help but sport a small smile on his lips at Rias' admission. She absolutely hated not knowing about important things.

Even he had to admit that she was cute when she got frustrated like she did.

* * *

(Ben's house, bathroom)

The rest of the emergency meeting went by particularly quickly, ending with Rias telling her servants that, while Kuoh was her territory and therefore should be a safe place, they should be careful for the next few days while the final details of the meeting are sorted out.

Once that was over and done with, Ben, along with both Rias and Asia as usual, made their way back to his house for the night. Deciding that he absolutely had to relax after everything that's been going on recently and ease his tense muscles, Ben now found himself in a warm, relaxing bath.

As he felt himself almost melt into the inviting water, Ben raised his arms and rested them on the sides of the bath as he stared at where the jewels would have been if the gauntlets covered his arms.

" _Are you sure you can't tell me more about what's going on with this meeting, Azmuth?"_ Ben asked the emerald dragon through his telepathic form of communication with the two dragons.

 _ **[Yes,]**_ Azmuth replied firmly and without hesitation. _**[The way the things are with the three factions is all wrong. The status quo was not meant to involve what you have been going through with Kokabiel and that fallen angel, Raynare.]**_

 _ **[Has this got anything to do with God's death?]**_ Ddraig asked with curiosity. _**[You really have gotten worked up over this summit between the three factions and it all started when you got your memories back.]**_

 _ **[I'm not going to reveal anything until I sort out those three troublesome factions once and for all,]**_ Azmuth reiterated firmly.

" _Can't you tell us anything at all?"_ Ben wondered with interest. _"You can trust us to keep it a secret."_

The ancient dragon went silent for a few seconds before sighing deeply. _**[Urgh, fine. I guess I can tell you two that it is something that revolves around a plan God approached me with before I was sealed within this Gear.]**_

Ben wanted to ask the emerald dragon more questions but he was interrupted when he heard the bathroom door opening. He looked over to see Rias and Asia stepping into the bathroom, completely naked and carrying a towel over their arm.

"Uh, hello ladies," Ben said to the two beauties as they closed the door behind them. "You do realise that I'm here, don't you?"

"Ara, of course Ben," Rias said with false innocence as she smiled at him before. "I didn't want to wait for you to finish so we both thought we'd join you."

"Besides…," she continued as she placed her hands on her hip and posed for him, showing him her entire body in all its glory. "…it's not like you haven't seen us naked before, is it?"

Ben felt his cheeks heat up at Rias' seductive words combined with her posture and looked away. "I suppose you have a point," he conceded, not against the situation he found himself in one bit.

"Exactly," Rias stated as she knelt down behind Asia who had sat down on the low stool in front of the showerhead and the two of them began bathing themselves and washing themselves.

"I must say, Asia, your skin is so beautiful. I'm jealous," Rias said with a smile as she washed the young blonde's back with soapy water.

Asia's face reddened at Rias' compliment. "R-Really? You think so? I always thought your skin was whiter and smoother than anyone I've ever met."

Rias chuckled. "That's nice of you to say. You're too kind."

Ben couldn't help but be enticed by the two attractive young women as they washed themselves in front of him, no shame in their actions at all though he didn't disapprove of that fact.

' _Now that I'm getting used to it, I guess these changes aren't so bad,'_ he thought as he closed his eyes and relaxed further into the warm water, the sounds of Rias and Asia's voices echoing around the tiled room.

He was abruptly brought back out of his thoughts at the sound of splashing water and a sudden weight pressing down on his left thigh and chest. He opened his eyes to glance over and see that Rias had entered the bath with him. Unfortunately, (or not, depending on who you ask) the bath wasn't nearly wide enough for two people to sit in side by side. This meant that Rias was practically sitting in Ben's lap though she didn't seem to mind in the slightest if the way she leant into his muscular chest were any indication. She brought her knees up close to her chest and held them there with her hands as she leant her head in the crook of his neck, a sultry smile on her face.

"There's not much room in here with the two of us," Ben noted as he turned to gaze into the crimson-haired heiress' eyes.

"I know but I've always wanted to take a bath with you like this but I've never had the chance to do so until now," Rias admitted cutely.

"I-Is that so?" Ben replied with effort as he fought to control certain parts of his body which were threatening to betray him with all this stimulation.

Rias noticed his concentration and smiled seductively as she leant against him even more than before. "What's wrong? Don't you like taking a hot bath with me?" she asked with an adorable pout forming on her bottom lip."

Somehow, Ben found himself able to shake his head at Rias' leading question. "Far from it," he muttered with effort. The sweet smelling shampoo in her hair was almost succeeding in sending him over the edge.

"Good. It's enough for me just to hear you say that. I want to take a bath like this with you every day but I don't think your body would be able to handle it. I guess I could make do with every three days but I want you more than that."

"How do you know I wouldn't be able to handle it? I could surprise you," Ben found himself saying, much to his surprise. He didn't know he had that kind of confidence in him to say such a thing.

Rias didn't seem taken aback by Ben's flirtatious response. Far from it. It seemed to only egg her on even more. "Oh my, Ben. You seem to become more and more bold by the day…not that I mind that. Do you want to attack me? Push me to the ground and take me?"

Ben gulped at the bluntness of Rias' question and honestly had no way to respond to her. He even found himself struggling to work out why he hadn't done exactly that already. It's not like she doesn't want it, is it?

Ben shook his head to get such ideas out of his head and was grateful when Rias seemed to come to her own answer and turned away from him as she pressed her back against his chest. Ben couldn't help but take a sharp intake of breath as he felt the warm, extremely soft flesh of her back press against him.

"I wonder if you would have already taken me if Asia wasn't around. You do seem to put a lot more effort in controlling yourself whenever she's around. It should just be us two…."

"No way!" Asia exclaimed firmly as she all but leapt into the bath on his right side and wrapped her arms around his neck as she pressed her breasts onto his chest. "It's not fair! You always leave me out! I want to take a bath with you too!"

"Listen here, Asia," Rias retorted, sitting up on Ben's left thigh and staring at her blonde bishop with a firm expression on her face. "Since I've got the chance to tell you I'll state it clearly to you now. Ben belongs to me! He' part of my household and one of my precious servants; he's my Ben!" she declared firmly.

Asia wasn't deterred though and simply tightened her hold around Ben's neck as she stared right bac at Rias with a look of fierce determination on her face. "All of that might be true but that doesn't mean he's not MY Ben too."

' _Why do I feel like I'm being treated like a pet?'_ Ben wondered with slight amusement at the possessive tones in both girls' voices.

"Asia!"

Rias didn't seem able to take any more and stood up in the bath with what little legroom she had available and stared down at Asia with a hint of annoyance in her voice. "Ben dotes on you every day. You should be more giving of him during times like this. It's only fair."

"But I don't want to!" Asia retorted as she stood up to face the crimson-haired beauty before her. "Trust me. As it is, I'm already holding back a lot on how much I want him to dote on me!"

A sly smile appeared on Rias' lips as she knelt back down in front of Ben, picked up his left hand and wedged it into the deep gap between her large breasts. "Huh, as if you could this," she taunted as she held his hand in place, not that she needed to as Ben had no immediate desire to remove his arm from the warmth of her breasts.

Asia's cheeks puffed out cutely in her jealousy of Rias' large chest and followed Rias' lead; kneeling in front of Ben and holding Ben's right hand against her right breast, forcing his hand to grab the entirety of the soft mound of flesh. "I can do that all day! I won't lose to you!"

She opened her eyes which had previously been tight shut to hide her embarrassment and looked directly into Ben's eyes. "I have a question for you, Ben: Who do you like better? Me or Rias? I may be smaller in size but I won't lose in anything else, I promise!"

"Oh dear," Rias taunted with a victorious smile on her face. "I'm sure Ben's favourite things are large breasts. He may not say anything but he's always groping mine at night; I can hardly keep him off me…not that I want him to. His touch feels sooooo good."

Asia's eyes started to water slightly at Rias' declaration and stared at Ben with firm determination. "That's not true, is it Ben!?" she demanded with worry in her voice.

Ben sighed and shook his head slightly. "Of course it isn't, Asia. I like the both of you as you are," he said calmly and sincerely. "…and not just because of your appearance," he added, directing his attention to Rias who only replied with an adorable pout of her bottom lip.

"Do you two always have to fight over me? I'm not going anywhere, you know, and as I have been told repeatedly by Ddraig, I don't need to pick just one person to be with. If you can't stop fighting over me completely can you put a hold on it until tomorrow? I'm still completely worn out by everything that has happened over the last few days and it sounds as though things are only going to get more complicated in the next few days," he said in a tired voice as he leant against the back of the bath and tried to enjoy the warm water once again. He looked back up to see the two young women staring at him. "For me?" he asked with a smile on his face.

It didn't take more than a quick glance at each other for the girls to come to an agreement. Without any raised voices or anything else from before, the two of them wordlessly turned around until their backs were to him and sat back down on his thighs before leaning against his muscular chest and sighing in contempt.

"Hmm, that's my Ben," Rias purred as she rested her head in the crook of his neck again. "And just when I thought I couldn't like you anymore than I already do."

"Same here," Asia added as she also rested her head in the crook of Ben's neck. "You don't know how happy I am to hear you say that."

As Ben smiled, content that he had managed to diffuse the situation…at least for the rest of the night, he took a deep breath, inhaling in the sweet scent of the shampoo in the long hair of the girls in his arms, he suddenly realised that neither girl had made any move to release their hold over his arms which were still being held against their chests.

"Are you two going to give me back my arms any time soon?" he asked with a tired smile on his face. When he received a firm "no" from them, he merely chuckled to himself and enjoyed the rest of the bath in peace.

* * *

(following weekend)

Ben didn't want to believe it when Rias told him that the Occult Research Club had offered to clean out the school pool in preparation for the upcoming summer season in which the pool would be used for gym class.

However much he didn't want to believe it though, it was still the case and so on Sunday morning, as the summer sun beat down on the town on Kuoh, Ben found himself following behind Rias as she led him and Asia down the street to meet up with Xenovia at her place of residence, set up by Rias of course.

They found the azure-haired Durandal user waiting for them outside the block of apartments in which her home was located.

"Hey there, Xenovia," Rias greeted chirpily as she approached him.

"How are you doing?" Ben found himself asking as he stopped in front of her. "You seem to be settling in well around here."

Xenovia gave him a warm smile as she nodded her head at his question. "Yeah, I'm doing well. The place Rias picked out for me is rather comfortable. I'm adjusting well."

"That's because this whole area is supported by the devils. That means that it's going to be a very safe environment," Rias explained as she gestured to the area around them.

"You mean aside from the odd war mongering fallen angel of course," Ben stated with a small smile forming in the corner of his mouth. His smile only grew wider when Rias turned around to glare at him cutely. She didn't say anything to him as she set off down the street towards the school but Ben had a sinking suspicion that he was going to pay for that little comment sometime in the future.

They met up with the rest of the group outside the front gates to the academy and made their way through the empty grounds until they reached the school pool. They made their way into it and stood at the edge of the pool where they now stood staring at the murky, disgusting water which filled the pool.

Ben couldn't help but grimace as he stared at the murky green water. "Urgh, that's a pretty potent smell," he grimaced as he covered his mouth with his hand.

"It hasn't been used since last year," Akeno explained with a light chuckle.

"And we have the job of cleaning it," he said with a sigh.

"How does it make sense that it's our club which has to clean the swimming pool?" Xenovia asked, glancing toward Rias with confusion.

"It's not our job normally. It's usually the student council who cleans the pool but we've taken over the responsibility for this year. We thought it was only right after everything they did for us when we were dealing with Kokabiel," Rias explained.

"On the plus side though," she continued, looking towards her precious servants with a smile. "Once we've cleaned it, the pool will be ours to use as often as we want…for a little while at least."

As these words entered his head, Ben's thoughts couldn't help but revert back to the photos he received of Rias and Akeno in their skimpy bikinis. He blinked and tried to get the images out of his head but found himself unable to do so, despite his best efforts.

"Well, we'd best get started then," he muttered and quickly noticed Koneko, who was standing next to him, looking up at him with a suspicious look on her face. "What?" he asked her.

"Are you thinking perverted thoughts?" she asked with suspicion evident in her eyes.

"What? Of course not!" Ben replied quickly, caught off guard by her bluntness. "I just want to get out of this sun," he stated, gesturing up at the scorching ball of fire above them.

"Come on guys! Let's amaze everyone with how clean we can make the school pool!" Rias declared enthusiastically and even Ben couldn't restrain himself from being caught up with it along with everyone else as they all gave an enthusiastic cry of "yeah" in response.

The group split in two as they reached the changing room with Ben and Kiba heading into the men's changing room whilst the girls headed into the women's changing room. Once they were in the changing room, Ben proceeded to remove his shirt and shorts before changing into his swimming trunks.

As he was putting his clothes into the open locker in front of him, Kiba attracted his attention.

"Hey Ben. There was something else I wanted to tell you but never got the chance earlier. I just wanted to say that if anyone ever tries to hurt you I WILL destroy them," he declared firmly.

"Uh thanks," Ben replied, unable to think of anything else to say except…, "What's suddenly brought this on?"

Kiba smiled. "I know it seems kinda random to say such a thing but I was waiting specifically for a time when we were alone to tell you."

Ben stopped what he was doing at stepped over to Kiba and placed a hand on his shoulder. "Is this because of what I did for you with the whole Holy Swords thing?"

Kiba sighed and nodded his head slightly. "You saved my life. If I can't return the favour, I can't call myself a Knight of the House of Gremory."

"You know I didn't help you out because I expected to be owed a favour, right?" Ben asked with a serious expression on his face. "I did it because you're my friend…even if it took you a while to realise that," he added with a sincere smile. When Kiba smiled back and nodded his head in understanding, Ben pulled back his hand and returned to the locker where he was putting his clothes into.

"Hey, Ben," Kiba called over as he finished putting his gym shirt on.

Ben glanced over to him and was about to respond when….

BA-DUM!

Ben felt the muscles in his left arm instantly tense up as if he had just been electrocuted and, thanks to his devil enhanced strength, left a deep handprint on the locker door as a result.

"Argh! Fucking hell!" Ben groaned in pain as he held his left arm which had partially morphed into the draconic arm that had replaced his regular arm back when he fought Riser but it was only partway through the process and left his left arm scarred, bloated slightly, and tinged emerald green from the incomplete transformation.

"I'll go get Rias!" Kiba said as he ran out of the changing room while Ben sat down on the bench, his right hand still clutching his left arm as he grunted in pain.

"What the hell, Azmuth!? I thought Akeno sucked all that crap out," he muttered as he leant against the changing room wall.

 **[Do you not pay attention to anything I say?]** Azmuth retorted with annoyance, the bright jewel in the back of Ben's disfigured arm glowing as he spoke. With a sigh, the emerald dragon continued. **[It's a defence technique. Your body will draw in more draconic energy when you encounter others with a higher power, like Lucifer and the Governor-General for example, even if you don't consent to it.]**

 **[It's simply a case of power cancelling out power,]** Ddraig added, the jewel in Ben's right hand glowing this time.

Ben only groaned a vague "I'll be more careful in future" in response and rested his head against the wall as he waited for help to arrive. Help didn't take long to come and it took the form of both Rias and Akeno who entered the changing room a few seconds later with Kiba following behind them.

"Yes, I see what you mean," Rias said to Kiba as she looked at Ben's partially transformed arm. "There's nothing much we can do except have Akeno suck out the energy from your arm again."

Ben looked up at the raven-haired queen as she stood beside Rias. "Are you sure you don't mind?" he asked her before another jolt of pain ran through his body.

"I guess I can make an exception in your case, Ben," Akeno replied with a wry smile on her face and a soft chuckle that caused Rias to stare at her best friend with suspicion.

It seemed to be there for only a quick second before the crimson-haired heiress blinked it away and turned to head out of the changing room. "Kiba and I will head out and join the others in cleaning the pool. You two can join us when you're finished," she said back to them as she and Kiba left the two young devils alone in the room to join the others.

Once the door was closed with an audible click, Akeno approached Ben and knelt down in front of him, a seductive smile on her face the entire time. "Well, I guess we'd better get started," she said in a sultry voice. "We don't want to give Rias any wrong ideas, do we?"

"I guess not," Ben replied, not daring to take his eyes off of her violet eyes.

Without any hesitation, Akeno took Ben's left hand in hers and placed his middle and index finger inside her mouth and began to suck on his fingers, taking extra care in using her tongue to coat his fingers in her saliva. Almost as soon as she began to suck on his finger, Ben's arm shrank back to its normal size and quickly reverted back to its normal form. Though this happened, Akeno continued to suck on his fingers to draw out the large amount of draconic energy which was still built up in his arm.

Ben couldn't help but release a low moan as Akeno applied more suction around his fingers and licked his fingers with her wet tongue. Thankfully though, after a few minutes of this 'tortuous' activity Akeno released his fingers from the warm confines of her mouth though she didn't release his hand back to him and, instead, played with his saliva-coated index finger with her own finger.

"You look so hot when you're being pleasured," she murmured flirtatiously with flushed cheeks as she looked up at him. "I'm just dying to see what you'd look like writhing in pain."

A shudder ran up Ben's back at Akeno's words and he took a sharp intake of breath as he fought to control himself. "Y-You really are a sadist, aren't you," he half-gasped as he fought to control his breathing.

"You say that as though it were a bad thing," Akeno retorted seductively as she continued to play with his finger. "Don't you want to see me naked?" she purred with a cute pout.

Ben didn't trust himself to answer her leading question and so decided to stay silent. This didn't put Akeno down though as she pushed herself up off the floor and moved further into his personal space. "What do you to us keeping this our little secret? Rias and Asia don't have to know about us, do they?" she purred as she knelt on the bench and moved her face extremely close to his. He could feel her breath against his lips and was finding it difficult to stay in control of himself.

"I wonder what I would feel like to have my body devoured by a hot, younger guy," the Gremory queen moaned seductively as she pressed her forehead against his. "I bet we could learn a lot about each other."

"I bet we could," Ben growled under his breath as he felt his grip slowly slipping.

"I know; you want me to be in control, don't you?" Akeno asked as she made to push Ben down on the bench, her hands cupping the sides of Ben's face as she brought her lips closer to his.

Her last words seemed to be the last straw which made Ben finally lose his senses. His breathing suddenly hitched and his eyes turned emerald green, exactly the same colour as when he transformed into his demonic forms, just not as bright as usual. In one swift movement, Ben spun their positions around until she was lying on the wooden bench and he was kneeling above her with his hands clasped around both her wrists and held above her head.

"I'm always the one in control," Ben growled huskily as he stared into Akeno's violet eyes which, to his surprise, didn't show any hesitation or fear of the change in their positions. In fact, if the raggedness of her breathing and flushed expression on her face were any indication, she actually enjoyed the sudden change.

He orientated his hands so that he was holding Akeno's hands above her head with only his right hand while he placed his left hand around her neck loosely and softly ran it down her neck, across her large, covered breasts and coming to a stop on her thigh.

"I'm. Always. In. Control," he breathed as he brought his face closer to hers, his lips parting slightly as he prepared to ravage her lips with his own. He was inches away from her parted lips, about to pounce on them and then….

"Which one of you would like to explain what's going on here?"

All of a sudden, Ben's eyes reverted back to their usual colour and his eyes snapped up to look at Rias who was standing in the doorway of the changing room, her arms crossed under her chest and glaring at the two of them with an annoyed expression on her beautiful face.

Ben held a confused look on his face before he acknowledged the warm feeling in his left hand. He looked down and instantly noted the position he was in and the position in which he was holding Akeno. Once he did realise this, the young devil sat upright with such speed that he instantly kept going and fell off the bench, landing on the floor with a dull thud. Akeno, on the other hand, stayed where she was on the bench, looking over at Rias with a flushed expression and a smile on her lips.

"H-Hey, Rias," she gasped. "I-I was just making sure that the dragon energy had been evenly distributed."

Rias, unsurprisingly, didn't look convinced by Akeno's explanation. "You say that, but for some strange reason I don't believe you," she stated evenly before turning her glare over to Ben who was leaning against the lockers and breathing heavily. "Tell me the truth, Ben."

"Um, I-I'm not entirely sure," Ben lied as he struggled to get his breathing back under control. He could clearly remember what he had just done to Akeno and what he was about to do but there was no way in hell he was going to admit anything like that to Rias.

Rias continued to glare at Ben for a few seconds as she decided how to react to Ben's answer to her question. Her answer came when she just sniffed dismissively and turned away from them. "Well, it's not like it has anything to do with me," she sniffed as she closed the door behind her with more force than was necessary.

"Rias. Wait," Ben called out just as the door slammed shut behind Rias.

"Wasn't that the sweetest thing? She got jealous," Akeno chuckled cutely as she sat upright and joined Ben who had stood back up and stopped just before the door. "You really are something, Ben. I'm so glad our relationship is going in a better direction."

* * *

A few minutes later, once Ben and Akeno had joined in with the others in cleaning the pool, the school pool had been cleaned spotless from top to bottom. After they had finished with the arduous task of cleaning the pool, the girls quickly returned to the female changing room so that they could change out of the gym clothes they had worn while they were cleaning the pool and put on the swimsuits they had brought to enjoy the nice and clean pool.

Once they had all changed into their swimsuits, they returned to see that Ben had transformed into Water Hazard, his Orishan form, and was slowly filling up the large pool with refreshing water from the pores in his armoured palms. It only took a few minutes of this before the pool had been filled to the brim with cool refreshing water.

"All right everyone. Feel free to swim to your hearts content," Rias told everyone cheerfully as she stood by the rim of the pool in her extremely revealing, milk white bikini.

"Alright. About time!" Ben said as he turned back to his normal form in a flash of light and stared down at his watery reflection in the water.

Before he jumped into the water, however, he felt a hand rest on his shoulder. He looked up to see that it was Rias who had stopped him. "Before you head in, Ben, there's a little favour I would like you to do for me," the crimson-haired heiress said with a smile on her lips.

* * *

The favour, as it turned out, was helping Koneko and Asia to swim as they had never learned to do so until now.

After agreeing to help, Ben now found himself walking along the floor of the pool with Koneko's hands in his as he helped her stay afloat while she kicked her legs to propel her through the water.

"1, 2. 1, 2. Yeah, you're getting the hang of this," Ben said encouragingly as he steadily waded backwards through the water. Beside him, Kiba was streaking through the water as he effortlessly cut through the water.

"You can do it, Koneko!" Asia cheered from the side of the pool. As she didn't know how to swim, she was waiting for Ben to finish teaching Koneko before he could help her out.

"Hey, Ben," Koneko gasped as she raised her head above the water, attracting his attention. "I just wanted to say sorry that you have to help me learn how to swim."

"Don't worry about it," Ben replied off-handedly as he continued to wade through the water. "Everybody needs to learn how to swim at some point." A small smile appeared on his lips as a thought occurred to him. "Although I guess I can understand why you've held it off for so long…with your feline-like aversion to water and all."

Koneko was so taken off guard by Ben's statement that she lost her concentration and found herself spluttering as she opened her mouth under the water, allowing it to flow into her mouth and send her into a small coughing fit. Thankfully though, they had reached the end of the pool and Ben quickly steadied the white-haired rook and brought her above the water as she cleared her airways.

"What's wrong!?" Asia called out with worry as she hurried over to them "Is Koneko alright?"

"Yeah, she's fine. No need to worry," Ben replied as he looked back down at Koneko who had managed to clear her throat of water.

"H-How do you know about that?" she gasped quietly, looking up at Ben with a somewhat fearful expression.

Ben answered her question simply by raising his left arm out of the water and showing it to her. "I absorb the DNA of whatever I touch with my left arm, remember?" Koneko nodded her head slowly. "Well, it happened when we were training for our Rating game against Riser. I was just as surprised as you are now when I found out."

Koneko looked away from Ben with a defeated look on her face. "Are you going to tell Asia and Xenovia about what I am?"

Ben didn't even need a moment's hesitation before he answered Koneko's question. "No I'm not. I figured you've got your reasons for keeping something like this hidden and, if anything, I should be apologising to you for not telling you that I knew your secret."

Koneko looked back up at him. "It's okay, I guess. You couldn't help it after all," she muttered reluctantly.

"Nevertheless," Ben countered. "I promise I won't tell anyone about what you are. It's your secret to tell…if you even want to tell it at all that is."

Koneko stared at Ben with wide eyes as he said this and couldn't think of anything else to say in response except a small "Thank you".

The sound of sudden splashing beside them drew their attention towards Rias and Akeno who appeared to be in a fierce competition with each other by the intensity at which the two of them were cutting through the water in a bid to stay ahead of their opponent.

"Wonder what's gotten into those two?" Ben asked as he watched the two beauties cut through the water at an impressive speed.

"I don't know," Koneko replied as she watched the two seniors race each other. That wasn't strictly true though. She had a strong suspicion as to what they were swimming for but, for reasons that she was struggling to understand herself, decided against telling him her thoughts on the matter.

Asia took this moment to reach the two of them. Ben turned away from looking at Rias and Akeno and glanced up at the blonde ex-nun.

"I guess it's your turn now, Asia," Ben said to her as he helped Koneko get out of the pool.

"I-I'll be in your care, Ben," Asia said with reddened cheeks as she took his hand and gently entered the water to begin their lesson.

* * *

(A few minutes later)

"I'm worn out," Ben groaned tiredly as he relaxed on one of the several towels spread out around the pool. After using up the rest of the morning helping both Asia and Koneko learn how to swim, he had joined in with everyone as they enjoyed themselves and played pool games for a few hours before everyone started to tire out and spread out around the pool and just lay back and enjoy basking in the sun.

He looked to his left to see Asia sleeping soundly on the towel next to him. He couldn't help but admire the cute expression on her peacefully sleeping face.

As he looked back up to the cloudless sky, Ben noticed something fly into his vision. He raised his arm to cover his eyes from the worst of the bright sunlight as he sat up to look at the strange creature hovering above him. It took him a few seconds before he realised it was, in fact, Rias' bat familiar.

As he looked at the familiar he couldn't help but feel another pair of eyes watching him. He looked around the pool until he saw that it was Rias who was looking at him. She was beckoning him over in a sultry manner with one while her other hand held what looked like a small bottle of what looked to be body oil.

Predicting what she would want him to do for her, and not having any problem with that at all, he rose to his feet and made his way around the pool to Rias' side.

"You summoned me, my master," he said in a sarcastic tone and a smile on his face which the crimson-haired beauty reflected right back at him.

"Yes, would you mind rubbing this lotion onto my back?" she asked with a wry smile on her lips. "Devils don't get sunburned but this is special beauty oil," she added as she placed the bottle in front of him and resting her head on her arms…though not before untying the knot on her bikini top to expose the entirety of her flawless back.

Without needing to be told twice, Ben poured some of the oil into his palm and rubbed his hands together before placing them on the small of her back, just above her bikini bottoms, and slowly began to rub the special oil into Rias' soft skin. As he ran his hands up and down her back, the young woman couldn't help but moan seductively at the way his hands felt on her. Somehow this seemed more intimate to her than when he groped her while they were in bed together.

Perhaps it was because he was doing this while conscious, she thought to herself as she enjoyed the sensation of his hands running over her back.

"Uh, Rias," Ben called out, distracting her from the wonderful sensations running through her body.

"Yes," she replied looking behind her at her precious Ben who held a guilty expression on his face for some reason.

"I…uh…I just wanted to apologise for what you walked in on before…with me and Akeno." Rias' expression turned into a cute scowl at the unnecessary reminder. "I don't have any excuse for it except that I don't have any idea what came over me."

Rias continued to present an adorable scowl at him for a few more seconds before it slowly turned into a sly smile which sent a shudder up Ben's spine.

"Well, I suppose I could forgive you…if you do something for me first, that is," she said cryptically, her smile never leaving her lips. Before he could ask her what she wanted him to do, Rias flipped over onto her side and presented the exposed flesh of her large breasts to him, her sly smile deepening as she saw him tense up upon her action.

"I want you to rub some oil on my chest," she said in a sultry manner. "And if you want me to forgive you completely then you should do a thorough job."

Before he could make a move to obey Rias' request, however, Ben felt a pair of soft arms wrap around his chest from behind, followed quickly by a pair of large, extremely soft objects pressing into his back. He glanced behind himself to see Akeno's face appearing over his right shoulder.

As she squeezed him in their embrace, Ben realised that, like Rias in front of him, Akeno had discarded her bikini top, exposing her breasts to the open air.

"Aww, is it only Rias who gets a backrub?" she said seductively as she moved her lips very close to his ear. "Don't I get one too?"

"Akeno! I don't know what you're playing at but he hasn't finished with me yet!" Rias exclaimed with annoyance as she stood up from where she previously lay and glared at Akeno with frustration.

Deciding to tease her even further, Akeno completely ignored Rias and continued to press her large, bare chest into Ben's back and bringing her lips close enough to his ear that, as they brushed against his ear, Ben felt a tingle run through his body.

"You're such a naughty boy," the raven-haired beauty purred in his ear as she traced a circle on his bare chest with her finger. "You did such erotic things to me and are just ignoring me? Looks like I'll have to make you take responsibility."

As she said this, Akeno ran her tongue along the outside of Ben's ear seductively before bringing her mouth down on his ear and nibbling the corner of it in an extremely erotic manner. As he experienced this, Ben could feel the same feeling he had back in the changing room starting to return.

Before he had any time to fear what he was about to do when the feeling took over him, he was saved when the diving board on the edge of the pool, near to where the three of them were, exploded. The two of them turned to look at an angry Rias who had stood up and now towered over the pair of them.

"Akeno! Let me make this clear to you. I will never let you have Ben! The only woman I want him to be affectionate towards is me…and I guess Asia as well as it can't be helped, but nobody else. If I let you anywhere near him he'll become an insatiable beast!"

"Ara ara, don't you think you're being a bit too extreme?" Akeno chuckled though still held onto Ben tightly, ensuring he could feel the fullness of her large breasts pressing into his back. "Anyway, don't you think that he would be better as an insatiable beast? If you wait too long Rias, Ben's virginity will be mine."

"I'll never let you have him!" Rias declared firmly, growing more annoyed at Akeno by the second, as she created a small ball of destructive power in her hand.

"Ara ara, don't you think you're going overboard? It doesn't matter though as I won't back down," Akeno retorted with a smile as she stood up too, a ball of electricity forming in her hand as she faced off against her master.

The two devils threw their balls of respective power at each other and caused a moderate, but harmless, explosion when the two balls collided in mid-air. The explosion stirred up a large cloud of smoke which roused both Asia and Koneko from their naps and look towards the origin of the explosion where Rias and Akeno continued to throw energy balls at each other.

"My my, you really are a bit too clingy aren't you…Crimson virgin princess," Akeno taunted, her smile never leaving her face, as she dodged one of Rias' destructive balls of energy.

Rias scowled at the intentional dig at her sexual experience…or lack of it rather. "Aren't you a virgin yourself?!" she retorted as she threw another energy ball.

"Not for much longer though. I plan to have Ben take my virginity at the same time I take his."

"I thought you hated men," Rias pointed out, trying to change the topic. "Why have you suddenly taken an interest in somebody else's man?!"

"You're one to talk," Akeno countered, "Didn't you used to say that all men were the same and you could never be interested."

As the two of them continued their battle Ben, finding himself too close for comfort to the action, decided to escape the destruction around him and was now making his way towards the pool equipment area where he would wait for the two of them to calm down…however long that took.

 **[Why did you run away?]** Ddraig asked, the jewel in the back of Ben's right hand glowing as he spoke. **[I'd have thought you'd be flattered that you've got two beautiful women fighting over you.]**

"I don't mind that," Ben admitted as he sat down on the step outside the store room and leant against the wooden door. "I ran because they were both getting a bit too into their fight and didn't feel like getting hit by an energy ball."

"Ben? What are you doing back here?"

Ben looked up towards where the voice came from to see Xenovia standing before him.

"I could say the same thing to you. Have you only just managed to put on your swimsuit?" Ben said back to her.

"Yeah. It's the first swimsuit I've ever worn so it took some time to put on. Does it suit me?" she asked him innocently as she placed her hands on her hips to show him her swimsuit. It wasn't as erotic as either Rias or Akeno's but it was still a swimsuit which did wonder at emphasising her attractive curves.

"Yeah, it suits you a lot," Ben admitted freely as he found himself looking up and down her body, taking the opportunity granted to him to appreciate the Gremory Knight's curvaceous body.

He hadn't looked at her in such a way before now but he could easily see that Xenovia was an extremely attractive young woman. She had a tight body from her days in the church but still had curves protruding out of all the right places and her breasts were also on the larger than average size too. Combining all this with her sleek hair made Xenovia a very desirable person.

"Was it because you grew up in the church that you've never worn one before?" Ben asked with curiosity.

"Not really, I was just never interested," she replied nonchalantly, casting a quick glance down at her clothing. "Truth is, I was actually able to figure it out a while ago. I've just been thinking about a few things."

"Okay," Ben said slowly, cautious at how Xenovia's tone turned serious. "What sort of things?"

"There's something important I wanted to talk with you about," she continued, taking a step towards him which only served to make Ben even more cautious.

"What is it, Xenovia?" he asked.

"I want you to make a baby with me."

"…."

"Didn't you hear me?" Xenovia asked, looking at the blank expression on Ben's face. "I said I want to make a baby with you."

"Y-Yeah, I heard what you said…," Ben muttered as he slowly rose to his feet. "I just wasn't expecting you to something like that so bluntly. What brought this on?"

"The only thing I wanted to do until now was serve God in whatever way I could; it was my very reason for existing. But that dream died when I learnt the truth about God's death. This is my new dream."

"I guess I can understand that…but where did this new dream come from?" Ben asked calmly.

"While I served under God, I had thrown away the chance of a womanly life. I sealed everything – my body and my heart – away for the sake of my faith. However, now that I'm a devil, I want that life which I could never have in the church. I want the life I never thought I would have; to create life inside of me.

"Okay, I can appreciate that…I guess. But why me? I haven't even thought about having children yet."

"Because I want my kids to be strong…and I think you are the most suited to what I want. You not only possess the latent power of the Red Dragon Emperor but also the power of the Dragon God of Life! Even though they wouldn't inherit the Sacred Gears, they may still inherit the aura within you."

Xenovia leaned over and opened the door to the storage room and gently pushed Ben inside; he couldn't find the strength to stop her, and closed the door behind her. "I'm aware of the extremely low birth rate of devils which makes conceiving children very difficult. However, unlike the pure-blooded devils like Rias, it should be easier for us because we are only reincarnated devils; we still have some humanity within us. If we do it regularly, say every day, then I should be pregnant within ten years. No, with you, I believe I could conceive a child within five years."

After making her little speech, Xenovia reached behind herself and undid the hook on her bikini top and let it fall to the floor, exposing her bare breasts to the open air and to Ben. As his eyes automatically centred on her beautifully pink nipples, Ben had to stifle the low growl which was doing its absolute best to escape his lips. The tingle which ran up his spine certainly didn't help matters either.

"Unfortunately I have no experience with men. I'll have to rely on you when we intercourse," the azure-haired knight admitted as she slowly approached Ben who hadn't moved from his spot.

Ben couldn't help but wonder to himself how he was surrounded by all these voluptuous young women who regularly succeeded in turning him on yet had no actual experience.

"I don't mind what you do to me; you can do whatever you want, just so long as I end up with your seed inside me," Xenovia said as she clung to his chest, her large breasts pressing into him.

He didn't know what exactly set him off, causing him to act in the way he did; whether it was the way she was asking for him to impregnate her, the sweet smell of her shampoo which wafted up into his nostrils, her young body, completely untouched, or even if it was a combination of all three; it didn't matter after all. All that mattered was that, almost as soon as she clung to him, Ben felt the same sensation he experienced with Akeno a few hours ago take over just as strong as before and not giving him the chance to do anything to stop it.

His iris' turned a dull emerald green colour and he released a low, lustful growl from deep within his body. He brought his left hand down and took a firm hold of Xenovia's right buttock, causing her to gasp at his sudden action, and lifted her off the ground with ease thanks to his enhanced strength. While he was lifting her off the ground, his right hand snaked up her smooth back until he reached the back of her head where he ran his fingers through her hair shortly before holding it tightly and pulling it back slightly.

Ben looked down at Xenovia to see that her cheeks had become flushed from his actions and her breathing had already become rapid from his intimate actions. Without saying anything to her, he brought his head towards her neck where he bit down on, though not strongly enough to draw blood. He could hear Xenovia gasp as he brought his teeth down on her neck though he instantly recognised it as a gasp of pleasure rather than one of pain.

This pleased him greatly.

He released his grip of her neck and gently ran his wet tongue along where his teeth had contacted her skin. Once he had done this, he brought his head back to look into Xenovia's eyes and felt another growl of pleasure escape his lips at the sight of her half-closed eyes and the expression of pleasure on her face.

"There won't be anything to distract me this time," he growled deeply as he pressed Xenovia's back against the wall of the storage room and brought his right hand back to take a firm hold of her large breast and squeeze it, relishing in the moan which escaped her lips.

There wasn't anything which would get in his way this time.

Not even….

"Ben? What's going on here?"

Ben blinked, not noticing how his eyes reverted back to their normal colour as he did this, and looked over to see Rias standing in the doorway of the storage room, her arms crossed under her breasts, and an unmistakably forced smile on her face.

Ben looked back at Xenovia to see her still breathing heavily from what he had been doing to her a few seconds ago. He quickly remembered that he was holding Xenovia's backside and quickly let go, stepping back to give her some space. Unfortunately, as he did this, his foot caught a piece of equipment and caused him to fall backwards onto his own backside while Xenovia simply slid down the wall, slowly coming back to her senses.

"Ufufu, what's going on here, Ben? I leave you alone for a few minutes and you're already trying to devour another young maiden?" Akeno asked calmly though Ben couldn't miss the scary aura surrounding the raven-haired queen.

"You're so mean, Ben!" Asia said sadly. "I would have done that if you told me that's what you wanted!"

"You really are a lewd person, aren't you?" Koneko muttered emotionlessly.

Xenovia took this moment to recover enough of her breath to be able to speak. "W-Why'd you stop, Ben? Come on, let's make a baby," she muttered as she pushed herself onto her knees.

The sudden change in the girl's aura at Xenovia's words would have amazed Ben if he wasn't the object of the intense aura he felt now. He soon found his arms being held by both Rias and Akeno, both of whom were sporting the exact same forced smile which did nothing to his nerves.

"Rias! Listen, I can explain!" Ben exclaimed as he was dragged out of the storage room by the two women holding his arms in a vice-like grip.

"It's my fault, I realised that now," Rias muttered as she led them towards the pool. "I should have known that you have a lot of pent up sexual desire by the way you grope me in your sleep." She glanced towards her comrade. "I can't help but wonder, Akeno. How does a conversation turn into one about children?"

"I'm wondering about that too," Akeno replied with an equally scary aura surrounding her. "What circumstances could possibly occur to turn a conversation into one about kids?"

Ben suddenly felt himself be lifted off the ground as someone took hold of his legs. He looked down to see that Koneko was the one holding up his legs.

"Taking the suspect to be punished," she murmured quietly.

"Please listen to me! I can explainnnnnnn!" Ben cried as he was thrown into the deep end of the pool.

* * *

(Back in the clubroom)

Ben was on his knees in the middle of the clubroom with Rias sat down on the sofa while the rest of the ORC stood around him. Even though he wasn't looking at them, Ben could tell that he was being watched by the intense aura which still surrounded him.

"I don't see what the problem is," Xenovia said, breaking the tense silence. "He was just trying to make a baby with me. It's a beautiful thing."

"That's not the problem here," Rias stated as she stared at Ben. "The issue we have is that Ben seems to be unable to reign in his sexual desires."

"I told you guys already," Ben muttered in a resigned tone. "I couldn't control myself. It's got something to do with Azmuth's influence on my body."

"It seems that global affairs isn't the only thing he likes to influence," came a male voice from behind everyone as well as a bright red light which came with a crimson magic circle. Everyone turned around to see a young, middle-aged man appearing out of the circle with a silver-haired maid beside him. Ben recognised the two of them straight away; Sirzechs, the current Lucifer and leader of the Four Great Devil Kings, and his maid, Grayfia.

"I'm not intruding, am I?" he said with a smile as Rias shot up to her feet.

"B-Brother?!" she exclaimed with surprise. "What are you doing here?"

As the magic circle dissipated everyone bar Rias and Asia bowed down respectfully before him. Asia hesitated at first, unsure of what to do in such a situation, but quickly followed suit after seeing Ben's actions.

"You must be Asia Argento," Sirzechs said politely, looking at Asia with a smile on his face.

"Um, yes sir," Asia muttered, a little flustered that the Devil King was speaking to her.

Sirzechs noted this and his smile broadened slightly. "There's no need to be so nervous, my dear. I'm here merely to conduct some private business matters. That goes for all of you too, you can raise your heads now."

Everyone obeyed and raised their heads while Rias stepped toward her brother.

"What sort of private business?" she asked doubtfully. After all, it wasn't every day that Lucifer would show up in the human world.

"You honestly don't know? I'm hurt Rias. I understand that classroom visits are coming up and wanted to participate," he replied, his broad smile still adorning his face as Rias became flustered.

"What?! No, you can't!" she stated firmly.

"If you mean I can't wait to see my little sister working hard in her studies then you are absolutely right," Sirzechs added with a smirk.

Rias then turned her attention towards the silver-haired maid standing on Sirzechs' left. "Was it you, Grayfia? Did you tell him about this?"

"Now now, there's no need to get annoyed with Grayfia. I was already planning to attend, no matter what. Oh, and that reminds me; father will also be attending," Sirzechs said calmly.

"But still, you can't just leave the Underworld like that, you have responsibilities and mustn't treat a single Devil more favourably than the rest," Rias retorted with a heavy sigh, knowing it would be futile to try and change her brother's mind.

"That would be true," her brother admitted before continuing, "If this also didn't count as work as well. I was considering using this place as the summit for the three factions. While your classroom visit is important to me, I also came to inspect the place."

Everyone gasped at this revelation. The summit between the three factions was going to be held at Kuoh Academy?!

"The summit's going to be held here?!" Rias gasped with shock. "Are you serious?"

"Oh yes," Sirzechs replied simply. "Considering that this is the place where Kokabiel intended to start another war, I think it would be the suitable place to discuss the status quo. Well, there's that and the fact that Azmuth insisted that it be held here as well, isn't that right, Ben?"

Everyone glanced towards Ben with inquisitive eyes at Sirzechs' words but Ben merely emitted a small, forced chuckle and rubbed the back of his head.

"Uh, yeah, he was pretty insistent about that," he admitted, not willing to look at any of the faces looking towards him.

"Now then, it's getting late so why don't we continue such a serious conversation at another time. That being said, it's quite late now and I must admit that I failed to arrange any lodging for tonight. Would anyone happen to know if anywhere is available for the night?"

Ben didn't fail to see how Sirzechs cast a quick but meaningful glance towards him as he said this and, realising that he was going to annoy Rias with what he was about to do, slowly raised his hand into the air.

"If you're looking for a place to spend the night then you stay at my house. We've got plenty of room," he said quickly so that Rias didn't have the chance to stop him.

"Splendid/Ben!" the two crimson-haired siblings said at the same time.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And there we go. No fighting in this one I'm afraid but don't fret; I'll be building up the suspense in the next few chapters until we get to the big battle at the summit. Just hang in there until then and I'll do my very best to make it worth the wait. I've got a lot planned for it and hope you enjoy it.**

 **As I told you guys in the above A/N; this is my first attempt at writing such raunchy scenes so I apologise if it was hard to read because it was so bad. I hope to add more scenes like them and more in future chapters so I would like some feedback from experienced readers and writers as to how I can improve on my writing.**

 **. . . . .**

 **Reviews:**

 **Nivek Beldo:** **Before I go on, I'd just like to say that I really enjoy reading your reviews (Not that I don't like reading everyone's review, be it good or bad). They are lengthy and comment on a lot of stuff.**

 **Glad you enjoyed the chapter. I'm still holding back several important secrets with my story but I'll reveal them to you all gradually. Yep, Fem!Vali won the poll but I didn't consider changing the name (Vali could be seen as a gender-neutral name I suppose) but Valerie is a good suggestion that I'll consider. I had something else in mind with your scene with Jennifer bringing someone home but I don't want to say anything before I finalise the details.**

 **Azmuth certainly is not happy that He is dead, no. There is more to this than meets the eye but I'm going to be a bastard and not reveal anything until it's time (Mwahahahahaha!). I will say, however, that Azmuth doesn't know how to make Sacred Gears but that doesn't mean he wasn't involved in the process.**

 **I was a little pissed off that Ascalon kind of disappeared from the story when it looked like such an impressive sword. I want to give it more of an impact in the DxD universe which means amping it up in terms of its power. (Hint: it's such a fantastic coincidence that Ben 10 had the same sword in its universe!)**

 **Looking forward to seeing your next review!**

 **Ultimatrix bearer:** **I couldn't have an angry beat down without Rath now, could I? I admit I prefer XLR8 over Fasttrack (Mainly because I grew up on the original cartoon) but he doesn't seem like he has strength to go with his speed.**

 **Spider-Man999:** **Rath is a particularly amusing alien to watch. In terms of naming; as I said in earlier chapters: I'll give the species name first because that's what Azmuth does and Ben hasn't seen them before…but after that he'll call out the canon name. This is mainly so that the readers know who the hell I'm talking about, especially if they're not as familiar with the aliens as others.**

 **OMG! I never considered that possibility with Eon and other Bens. I won't appear for a while as I've already got a story progression in mind but that is a fantastic idea which I will definitely keep in mind for the future. I can already imagine how canon Ben will react to finding out that another version of him is, in fact, a devil.**

 **Malicious hero:** **I'm so glad you're enjoying the story so far and hope you continue to do so.**

 **I don't have any definite plans for Max to appear in my story. However, I won't rule out the possibility.**

 **Treyalexander63917:** **Azmuth's goal isn't specifically to stop all violence in the world but it is an ongoing goal of his. Ben is still young (as are the ORC) but has a looooong time in which to work towards that goal.**

 **Where did I say that Gwen wasn't suspicious about Xenovia's sudden betrayal of her beliefs? Sure, she acted a bit rashly and emotionally when she suddenly shunned her friend. She certainly won't just accept what's happened when she's calmed down. It would raise some questions for her as to why Xenovia, a devout follower of the church, would suddenly renounce her faith and switch sides.**

 **In regards to your other question. No, that conversation won't take place. The reason for that is because I personally don't believe that's what happened. In the anime, she only asked that Issei be observed for the time being. I don't think she knew that Fallen Angels were running freely through her territory and I personally don't think that she was expecting him to be killed by Raynare. She was merely suspicious during this time and didn't expect such events to take place so abruptly.**

 **That is my personal view but if you have another view then that's fine.**

 **TACNA:** **I understand you may feel that way but that wasn't my intention. Ben was certainly doing some damage to Kokabiel but you have to remember that Ben has only had this power for just over a month while Kokabiel has existed since before the Great War started! The other thing is that the Vanishing Dragon appeared to stop Kokabiel on Azazel's orders. He didn't care about the fact he saved the ORC.**

 **Omnimania00:** **I'm sorry but no. Vali (or Valerie. I haven't decided yet) won't be part of the harem. The reason for this is that I like the rivalry between Vali and Issei in the anime and was planning on honouring it and possibly expanding on it.**

 **Yes, I did realise that Brainstorm was such a smartass. It's impossible for me to fathom just what that would do to someone with that IQ. If I'm correct in thinking: Brainstorm is a lot smarter than Grey Matter which is hard to imagine.**

 **Seems a bit silly for me to have Ben saying that phrase. A little bit out of character so that's an unfortunate no to having Ben say that phrase.**

 **Guest:** **Have no fear! I haven't forgotten to include Feedback. It's just not his time to shine yet. He's another one of my top five favourite Ben 10 aliens.**

 **Jackmacattack:** **I have a lot of action planned for the fight at the end of this current arc so please stay tuned for that. I'll do my best to add more craziness into my story but that's not something I excel at so please don't have too much of a high expectation.**

 **I also hope this chapter was enough to constitute harem shipping for you. There'll be more of that if I can help.**

 **Guest:** **I'll admit that I don't know much about the canon after the arcs covered by the anime and am still going. I can't fathom a way in which I can change Kiba's gender just like that and still seem feasible at the same time. I want to refrain from changing the genders of any more characters if I can help it. I would consider it if enough people wanted me to do it but, for now, I'm going to keep Kiba and Gasper as they are. Thanks for the review though.**


	19. Classroom visits and declarations

**A/N: Hello everyone. Apologises again for the late upload. I'm doing my best to keep up to schedule on these chapters but real-life keeps getting in the way like a bitch.**

 **I'm sure a fair number of my readers who are fanfic writers will agree with me in this.**

 **With nothing else to say until the end, I'll shut up and let you get on with the chapter.**

 **. . . . . . . . . . . . . . . . . . . .**

 _Previously._

" _Now then, it's getting late so why don't we continue such a serious conversation at another time. That being said, it's quite late now and I must admit that I failed to arrange any lodging for tonight. Would anyone happen to know if anywhere is available for the night?" Sirzechs asked to the clubroom, a warm smile on his face._

 _Ben didn't fail to see how Sirzechs cast a quick but meaningful glance towards him as he said this and, realising that he was going to annoy Rias with what he was about to do, slowly raised his hand into the air._

" _If you're looking for a place to spend the night then you stay at my house. We've got plenty of room," he said quickly so that Rias didn't have the chance to stop him._

" _Splendid/Ben!"_

* * *

(Back at Ben's house)

"I would like to thank you again for letting us stay in your home for the evening."

"Nonsense. We have more than enough space and you are Rias' brother after all."

Once it had all been arranged, albeit begrudgingly on Rias' part, everyone left the clubroom and headed to their respective homes while Ben, Asia and a reluctant Rias escorted Sirzechs and Grayfia back home where they found both his parents already home. Despite the initial surprise from the two of them at finding Rias older brother and his wife accompanying them, they had no reservations about letting the two of them stay for the night…especially when they heard that he was in town for the classroom visit.

"That reminds me. I am grateful that you allowed my sister to live under your roof and more than relieved that she hasn't been troubling you," Sirzechs stated with a sincere smile.

"Not at all! Rias has been nothing short of an angel," Ben's mother replied quickly, not noticing the small chuckle from Sirzechs and Ben at the comparison. Even Rias, in her sulking state, cracked a small smile.

"Yeah, she's been such a help around the house. Sometimes I can't believe that she chose to hang out with my son," Ben's father added.

Standing on the other side of the living room was Ben who was doing his best to stay out of the way while also starting to regret his offer to let them stay at his house for the night.

"I still can't believe that the Devil King is in my house," he muttered under his breath to himself though Asia who was sat in the chair next to him was able to catch what he said.

"It's fine. They don't even know they're talking to Lucifer," she said sweetly.

"That still doesn't make this whole situation any less weird," he countered, glancing towards his parents who were deep in conversation with Sirzechs and ensuring he had adequate refreshments.

"Ben!" Rias whined cutely from the chair on Asia's left. "What were you thinking? How could you let him stay here?!"

"I was being polite!" Ben retorted, making sure none of the adults could hear their conversation. "It's not like he wanted to go anywhere else and as if I could ever say no to the Devil King."

Rias only pouted cutely at Ben's words and crossed her arms under her chest. "Urgh, this is so embarrassing!"

Ben could only stifle a chuckle at the adorable expression on Rias' face as she made her complaint. He had to admit that it would be embarrassing if you had your older sibling visit where you were staying and talk about you to the people who were looking after you.

* * *

"What! Are you saying I can't sleep with Ben?!" Rias demanded as she stood opposite her brother.

"Sorry about this, Rias," Sirzechs apologised from just within Ben's room. "It's just for one night, after all. I wanted to speak to him about a few things while I'm here."

Rias looked as though she seriously wanted to argue with her brother on the matter which honestly surprised Ben a bit. Rias never seemed to argue with Sirzechs on anything and did her best to treat him as his station deemed it. Sure, she would make her frustration known to him, such as when he revealed he'd be attending the classroom visit, but he had never seen her so inclined to go against what he said.

He was cut off from his thoughts when Rias suddenly wrapped her arms around his neck and hugged him tightly, as if she were never going to see him again. Well, after sleeping together for over a month now, he could only assume that it had become an important part of her routine and she wasn't one for having her routine changed against her will.

"Do you think you'll be able to sleep tonight?! I don't think I'll be able to get a wink of sleep without you by my side," the crimson-haired heiress stated fearfully which only served to make her appear even cuter in his opinion.

Just then Grayfia appeared in the bedroom doorway, still in her maid attire. "Come now, my lady. Let's head to our room. It's time for us to go," she said in a professional tone of voice.

"Alright, I suppose I've got no choice. I'm coming Grayfia," Rias muttered dejectedly before casting one final glance back at Ben. "Good night, Ben, and sweet dreams," she added before leaving the room and following the Gremory maid to the room they would be staying in for the night.

Almost as soon as Rias left the room, Asia appeared in the doorway in her place. "Unfortunately, Ben, I also will be sleeping in my own room tonight," she revealed with slight sadness in her voice that only Ben feel even more guilty about the whole arrangement than he did before.

"Good night, Ben. I hope you have sweet dreams," Asia continued with a small smile on her face.

"Uh yeah, you too. Sweet dreams, Asia," Ben replied, rubbing the back of his head guiltily as he watched her follow after Rias deeper into the house where her room was located.

* * *

Once everyone had gone to the correct room for the night, everyone settled down to go to sleep. Ben lay awake in his bed, staring up at the darkened ceiling of his room. He found it completely impossible to go sleep.

He looked over to his right to see Sirzechs lying in the makeshift bed set up for him by his parents with his eyes closed. At any other time, he would have found the whole scenario extremely amusing; the Devil King, Lucifer, was in his room and sleeping on a futon just like any other normal guest would do.

Instead of this, however, he only felt tense and unable to fall asleep. In no time at all, the intense atmosphere became too much for him to remain silent any longer.

"Are you sure you're okay with sleeping on the floor?" he asked to the crimson-haired man who opened his eyes to look over at Ben with a small smile on his face.

"It's fine," Sirzechs replied quietly, looking over at Ben as he said it. "I'd actually like to thank you. In the Underworld, it would be completely unthinkable for me to be treated like a normal guest in a home. Despite the perks of my position, it can get quite tedious at times. I'm enjoying the change immensely. You've been a wonderful host tonight."

"I actually feel more comfortable here than I would in a hotel," the crimson-haired devil king added as he looked up at the ceiling.

The room fell into silence once again as Ben registered the praise he had received from Sirzechs. As he did though he was suddenly reminded of the last time he had met Sirzechs and how that had gone down. With that event in mind, he glanced over at his room-mate for the night.

"Uh, Lord Sirzechs?" he asked quietly.

"There's no need for formalities, Ben. I insist that you call me by just my name," Sirzechs said kindly.

"Uh ok, Sirzechs," Ben tried again, turning onto his side to look at Sirzechs better. "I want to apologise for how things went the last time we met. I had no idea what Azmuth would do and…."

"It's quite alright, Ben," Sirzechs chuckled, interrupting Ben from his apology. "I admit he was a brash with his words but he said what needed to be said."

Ben didn't say anything in response as the memory of the meeting came to the forefront of his mind.

* * *

 _(Several days ago)_

" _I hear you wished to speak with me in private about something," Sirzechs stated as he sat back in his throne-like chair, gazing at Ben intently._

" _Umm…actually it was…," Ben began to say before Azmuth cut him off._

 _ **[It wasn't him, Lucifer. It was I who wished to speak to you,]**_ _Azmuth announced, his deep voice echoing around the empty room._ _ **[We have much to discuss, Devil King.]**_

" _Is that so?" Sirzechs asked calmly. "Then perhaps you'd like to…."_

 _ **[I plan to if you would let me speak, Lucifer!]**_ _Azmuth retorted with great annoyance and frustration in his voice. Ben was completely taken off guard by the tone of voice the ancient dragon had taken up. He had, mistakenly believed, that Azmuth would show at least some respect to one of the leaders of the three factions._

 _Sirzechs didn't say anything and didn't seem to react at all to Azmuth who continued with his prepared speech._

 _ **[Do you realise how close all-out war being declared was, devil?!]**_ _the emerald dragon boomed._ _ **[This cannot go on! The status quo since the three factions stopped fighting each other has proven to be incapable of keeping the peace! I used to believe that it was humanity which was His flawed creation, despite how the three factions eventually emerged. Now, though, I'm not sure which is the more foolish.]**_

' _Azmuth?! You need to calm down!' Ben said, internally, to the ancient being though Azmuth completely ignored him and continued his rant._

 _ **[This is NOT what He wanted the world to be like! Even though we've had our differences in the past, I still considered Him a friend I could confide in. With Him gone, I'll have to set you all right. Fighting each other into extinction is one of the stupidest things I've ever heard of! If I need to bash the heads of the leaders of the three factions together to get them to see sense and stop going at each other's throats, I'll do it without any hesitation!]**_

 _Ben gaze shot up from his gauntlet to look up at Sirzechs once Azmuth had finished speaking and waited for the devil king to respond. He didn't expect Azmuth to act like he had done and was more than a little terrified at how Sirzechs would react._

 _He didn't have to wait long as it happened as Sirzechs took a deep breath and rose out of his seat and stared down at Ben with a serious look._

" _That's quite a bold statement to make to…even for a dragon god," he said calmly though that did little to ease Ben's nerves. "It's a good job that I agreed to a private audience otherwise one of my guards would have cut you down where you stand for speaking to me in such a manner, regardless of who you may be."_

 _He slowly approached Ben and came to a stop when he was right in front of the young devil._

" _That being said; if you were speaking to my predecessor in such a manner then the young man who possesses your gear would have been struck down where he stood without hesitation," the crimson-haired man said sternly, looking down at Ben as he said it._

 _Before either Ben or Azmuth could say anything, Sirzechs released a deep sigh and a small smile appeared on his face. "That being said though, I happen to agree with every word you've said."_

 _Ben blinked, not registering what Sirzechs had just said for a quick second. "Really?"_

 _ **[Hmm. Is that so?]**_ _Azmuth asked dubiously._

" _Yes. I almost lost my little sister tonight because of the actions of a war monger who sought to take advantage of this ceasefire. I dread to think what would have happened if Serafall had come to your town. Perhaps that is why only I was called even though both our little sisters attend the school," Sirzechs deduced as his expression turned into one of complete seriousness._

" _I always knew that someone would attempt to start the war all over again for some misguided reason…but I always thought it would come from our side," the devil king continued, angry at himself for not foreseeing such events taking place. "I agree that the need to completely change the current situation between the three factions has become necessary to ensure the survival of all of us. I've already spoken to my fellow devil kings who agree with me about the situation. I'll be contacting the Governor-General of the Fallen Angels and the leader of the Angels though I strongly believe that they'll be in complete agreement with me."_

 _ **[Well I'll be the first to admit that this is the first time ever that I've seen a devil accept their faults and sought to save others apart from just themselves,]**_ _Azmuth stated plainly though with noticeably less annoyance in his voice._

 _Sirzechs smiled at Azmuth's 'compliment'. "I'm glad I was able to spot those faults before it brought us all to ruin. This feud between us seems pointless…especially with God having been dead for all this time. I'm just ashamed that it almost took me losing Rias to see that."_

 _ **[It's not shameful to make mistakes, Sirzechs. It's shameful to know you've made mistakes but do nothing to correct them.]**_

* * *

"I must admit that it's been awhile since anyone has spoken to me in such a manner," Sirzechs admitted as the same memory ran through his mind too. "Well anyone other than Rias, that is," he added with a soft chuckle.

"Yeah, she certainly does like to speak her mind," Ben muttered in agreement. He couldn't help but find it adorable when Rias released her angry or frustrated side, especially when it came to how Asia, and Akeno over the last few days, treated him. He knew that she had no malice in her words when she ordered them to stay away from him and found her cute when she did so.

"That's something else I'd like to thank you for," Sirzechs stated, glancing towards Ben as he spoke. "I've never seen her so happy; even back in the Underworld."

"It's not like I did anything in particular," Ben replied, unsure of how else to respond to that statement.

Sirzechs chuckled again at Ben's response. "That may be true but you have my thanks all the same. It's all thanks to you that she's able to enjoy her life as a normal teenage girl. That's something I've always wanted her to enjoy…and now, because of you, she can. I'm counting on you to take care of her."

"Of course I will. I don't intend to let anything happen to Rias or any of the others," Ben replied firmly, meaning every word he said. "And that's not just because I'm Rias' Pawn."

"You have no idea how relieved that makes me," Sirzechs said with a sigh of relief. "Oh and my sources informed me that you've recently spoken to Azazel."

"Yeah I did. He was hiding as one of my regular clients though I already knew who he was thanks to Azmuth," Ben said as he pulled his left arm out from under his duvet to look at it. "I guess he's interested in Azmuth's gear, not that I can blame him though."

"I can understand his fascination. Until you revealed the Gear it was never considered that a Dragon God could be sealed in one of His treasures. Thankfully he's not a war lover like Kokabiel was though."

"Yeah, I guess he…. Wait. Did you say _'was'_?" Ben asked, catching the last part of Sirzechs' sentence.

The crimson-haired man nodded his head at Ben's question. "Yes I did. I've been told that Azazel punished him by freezing him solid."

"I glad to hear that," Ben admitted with a sigh of relief. "I don't have any wish to see him again after what he did."

"I can understand your hesitation. It's impressive for a group of such young, inexperienced devils to hold off a Fallen Angel who fought in the last war," Sirzechs said as he settled down into his bed once again. "I suggest we both go to sleep now. I don't know about you and Rias but Grayfia will not be pleased with me if I'm tired in the morning because we were talking all night."

"I guess you're right. I don't want to find out how Rias would react if I was tired in the morning. Good night," Ben muttered as he rolled over to go to sleep.

"Good night, Ben," Sirzechs replied as he too rolled over to fall to sleep.

* * *

(Next Morning)

Thankfully, both Ben and Sirzechs were able to get enough sleep so as to not get shouted at by Rias and Grayfia.

Ben was walking towards school with just Asia at his side today as Rias had offered to show her brother and his Queen around town for the day and had told the two of them to go on ahead as she would most likely be late. Even though the classroom visits wouldn't take place until later in the week, Sirzechs had declared that he'd be staying in town until it took place so as to explore the town in which his little sister had been staying in. he had also declared that he and Grayfia would find other forms of accommodation until the visits arrived.

As their route to school took them right past her apartment, the three of them would normally stop at Xenovia's place on the way to school so she could walk with them. Today, however, she wasn't waiting for them outside the building as usual.

"I wonder what's taking her so long?" Ben asked aloud as they came to a stop where she was normally waiting for them.

"She said that she'd be staying up late so she could study seeing as she couldn't do so all day yesterday," Asia explained before heading into the building. "I'll go see if she's feeling alright. You go on ahead."

"Uh, sure," Ben replied as he watched her disappear in search of the azure-haired Knight's apartment. He set off towards the academy with a small smile on his face at how friendly Asia and Xenovia had become towards each other. They may have had a bad start (and it would take him a while to forget all the horrible stuff Xenovia had said to Asia when they first met) but they seemed to have put that behind them. He supposed it must have been their strong belief which brought them together.

He found himself crossing over the bridge right before the entrance to the academy a few minutes later. He paused for a moment to lean over the side of the bridge and glance down at the river which ran under it and see his reflection looking right back at him.

"It's been a while since I've come to school by myself," he murmured to himself, a smile on his lips. For the past month, he'd been coming to school with Rias and Asia almost latched on his arm.

Just then, he felt a tingle run up his right arm. His fist clenched from the slight spasm and confused him as Ddraig's gear had never done that before…except once before when he thought about it.

"What's up with you?" he asked before feeling someone watching him. He glanced around to see a girl around the same age as him staring right back at him. She had long silver which had been tied up into a ponytail, a plain dark green shirt which revealed an ample amount of cleavage from her large bust, an open, black, leather jacket with upturned collar, and wore a pair of burgundy jeans with a silver chain drooping down them on his left side.

As he spotted her, the mysterious person slowly approached him. The tingle running through his right arm and his fist remained clenched.

"Can I help you with something?" Ben asked her as she stopped in front of him, an inquisitive expression on her face. He had an inkling who she was but he wanted her to confirm his suspicions before doing anything rash.

"This is the second time we've met, Benjamin Tennyson, possessor of the Red Dragon Emperor," she said, ignoring his question and staring at him with a calm attitude.

"And you must be the Vanishing Dragon," Ben deduced, glancing at her with a cautious expression. After the way she had handled Kokabiel with such ease after the trouble he and the others had just trying to land a single blow on him, he had no intention of lowering his guard around her.

"I am, but you can also call me Valerie," she replied calmly as Ben felt another spasm in his right hand happen, causing his hand to clench up uncontrollably and distracting him for a split second.

That split second was all that Valerie needed as she thrust her left hand towards his face, her index finger outstretched. Unbeknownst to her, however, Ben sensed the movement and his left arm subconsciously shot up and caught hold of her wrist before she could do whatever it was she was going to do.

Rather than being surprised by his sudden action, Valerie seemed to approve of it. "Good. You have strong reflexes. you're still nowhere near as strong as me but you're certainly on your way to becoming a strong opponent," she said with a small smirk on her face as Ben released her wrist and let it fall back down to her side.

CLANG!

Two swords suddenly appeared, crossing over each other, resting on Valerie's neck. Ben looked at their owners to see that they were Kiba and Xenovia. Both of whom were glaring at Valerie intensely, as if daring her to make a move.

"Don't you think this joke has gone on long enough?" Kiba asked with a dangerous glint in his eye.

"It wouldn't be very smart for us to let you start a fight with the Dragon All-father, would it?" Xenovia asked, also with a dangerous glare.

"What's going on?" Asia asked curiously as she appeared from behind Ben.

"There's nothing going on here," Ben told her before turning his attention towards Kiba and Xenovia. "Guys, you should just step away from her. We all saw what she's capable of and you two are no match for her."

Valerie just chuckled, completely unfazed by the swords pointed at her throat. "You'd better listen to him. If all of you fighting couldn't even bring Kokabiel down, you stand absolutely no chance in a fight against me. But you don't have to take my word on it; keep going if you don't mind making a scene."

Kiba and Xenovia continued to glare at the silver-haired woman for a few more seconds before releasing their magic and letting their blades disappear into thin air and moved from Valerie to stand by Ben who was locked in an intense staring contest with her.

"I have a question for you, Tennyson," she said with a curious look on her face. "Where do you think you stand against those with power in this world?"

"I don't know. I haven't really thought about it," Ben replied tersely, reluctant to potentially give anything away to her unintentionally.

"With your incomplete Boosted Gear, I'd say you'd have a four-digit ranking – most likely between 1000 and 1500. However, you also possess the power of Azmuth which changes a lot. With his and the Red Dragon Emperor's power combined, I'd say you are a low three-digit, perhaps a high two-digit if you really tried."

"Is that so? I'm sorry to disappoint you but I'm not interested in climbing the power ladder," Ben replied.

"Don't be like that, Tennyson. There's a lot of strong people in this world. Even Sirzechs Lucifer wouldn't be placed in the top ten," Valerie said with a slight shake of her head.

"That's all well and good, Valerie, but what's it got to do with you?" Ben asked, anxious to find out what she was really doing here.

"I'm saying that you're a powerful player in the game whether you want to be or not. You should be properly nurtured, isn't that right, Rias?" the silver-haired woman said, looking over Ben's shoulder as she did so.

Ben looked back to see Rias as well as Akeno and Koneko who stood on either side of her. Holding a look of displeasure on her face, Rias approached them and came to a stop beside Ben. "I don't need your advice," she stated firmly, glaring at Valerie with distaste.

"Are you fully aware of the history surrounding the two Heavenly Dragons? Those involved with the red and white dragons have never had the best of luck in the past. I'm curious to see how your life will turn out," Valerie said, adding the last part more for herself than anything.

She glanced around at the group of devils before her and smirked. "There's no need to look at me with such intensity. I didn't come here today to fight anyone. I'm here for much more important matters," she said calmly as she walked past everyone and left the area, leaving an aura of nervousness in her wake.

* * *

(Ben's room)

Once the school day was finally over and the ORC meeting had ended, Ben now found himself in his room, sat on the floor with his back resting against the side of his bed and his thoughts focused on the events of that morning.

The Vanishing Dragon.

He hadn't expected for Valerie to make herself known to him so soon after they had first encountered her in their battle against Kokabiel.

He looked down at his right arm where Ddraig's gear resided as he remembered how he had reacted to his counterparts' presence. He had asked Ddraig about what happened later in the school day when he was by himself and had been told by the crimson dragon that it was an automatic response upon meeting Albion after such a long time since they last encountered each other.

' _I almost forget sometimes that, unlike Azmuth, I'm not the first person to wield Ddraig's gear,'_ he thought to himself. The fact that a lot of his previous wielders had fought against the white dragon and his wielder; continuing their fight which was meant to have been stopped millennia ago when their souls were sealed within the Sacred Gears.

Ben's thoughts then turned to the way Valerie had completely owned Kokabiel barely a few minutes after entering the fray. It scared him how outclassed the fallen angel was against her, especially after he had shown Ben and the others some of his destructive power.

He meant what he had told Valerie that morning. He had no intention of getting stronger simply to rise in the ranks of power to become the strongest being ever. However, he was willing to become stronger if it meant he could protect everyone he cared from harm. This desire had only grown stronger after seeing the vanishing dragon's power and her clear intention to fight him one day.

"Are you still thinking about Valerie?"

He was suddenly brought out of his thoughts by a shower of crimson hair obscuring his view which was quickly followed by Rias' face as she leaned over his head from her position on his bed. Whenever she had free time, she would always spend it in his room – something he had absolutely no problem with.

He scratched his cheek sheepishly. "Yeah I am," he admitted.

Rias sighed as she got off the bed and sat down in his lap, wrapping her arms around his neck where she ran a hand through his hair affectionately.

"How many times do I have to tell you to not worry about her? I will always believe in you," she said firmly, determined to get him to understand that.

"I know, I know," Ben sighed in response. "I just can't help it. After watching how easily she was able to subdue Kokabiel, I realised I've got a long way to go before I'm strong enough to protect you and the others. It's just that-." Ben was suddenly cut off mid-sentence when Rias pulled herself towards him and kissed him on the lips both firmly and affectionately.

Despite being taken off guard by her sudden action, Ben couldn't help but moan and lean into the kiss; the feeling of Rias' soft lips nearly proving too much for him. The abrupt kiss lasted a few more seconds before Rias pulled away from him, cupping his cheek with her left hand and stroking him affectionately.

"You need to stop worrying about this. I have no doubt you'd be able to win against the vanishing dragon," she said softly as she pulled him towards her chest so that his right cheek was resting against her breasts while his hands had subconsciously come to wrap around her waist.

"And what about you?" he asked from his position against her chest. "I could tell you were shaken by Valerie's sudden appearance and wanted to know if you're okay."

It was true. As they watched Valerie leaving to wherever it was she had to be, Rias had subtly taken hold of Ben's hand which he couldn't help but notice was trembling slightly. Before he could ask her about it though, the school bell rang out, signifying that they were late for class.

Because of that, he never got the chance to ask her about it until now.

"You remember that, huh?" she asked quietly and was met by a slight nod of his head in response. "I guess I was taken off guard by her sudden appearance. I guess she's here because of this summit which is coming up."

"Yeah, I guess so," Ben muttered in agreement as he felt himself slowly becoming overcome by the softness of Rias' breasts and her intoxicating scent. Before he could lose himself to it entirely though they could hear his mother calling up to them to inform them that it was time for dinner.

Rias made to stand up but noted how Ben seemed reluctant to move from where he was sat. This made a wry smile appear on her lips and while she would have been more than happy to stay there with her adorable servant, she knew better than to ignore his mother.

"C'mon you," she murmured as she gently pulled his reluctant head off her chest. "We'd best get down there before she has to call us again."

"Yeah, you're right," Ben grumbled in agreement and followed after Rias as she stood up and headed out of the room in the direction of downstairs.

* * *

(Several days later)

The rest of the week passed by without any further incidents or unexpected situations and, before they knew it, the day of classroom visits was upon them. Even though he was glad that both of his parents had could attend the visit today, he knew they had really come for Asia's sake. It was amazing how quickly they had come to accept Asia as though she was their youngest daughter and he could see how much their affection meant to the young ex-nun by the bright smile on her face when his parents called out to her from the back of the class.

Rias, on the other hand, didn't seem to hold any affection to the classroom visit at all. He remembered how she reacted when Sirzechs had told her that he and their father would be attending the event and was led to the conclusion that she absolutely did not want her family visiting her in class at all.

The parents are led into the classroom a few minutes before the class starts and stand at the back of the class where they would watch their children in their studies. As they entered the classroom, Ben's parents immediately spotted Asia and him sitting near the back of the class and discreetly wave to her.

The low murmur of chatter slowly died down as the teacher attracted everyone's attention and started walking up and down the row of desks, placing a brick-sized block of PVC clay on each student's desk.

While he was surprised by this as they were meant to be having an English lesson, Ben quickly came to the conclusion that they were doing this today because of the classroom visits and the teacher wanted to do something special for the day.

His theory was answered when the teacher, having handed out the last block of clay, returned to the front of the class and addressed the confused look he could see on the faces of his students.

"I know this isn't what you expected for your English class but I thought we should have a change, just for today. The assignment I'm giving you is to turn the block of clay in front of you into something original. It can be anything you want as long as it's meaningful to you. The reason for this is to make you understand that we all see life and situations differently. It can be seen in everyday conversation; we may use the same words but it's our personal expressions that makes us unique," he explained and watched as his students picked up the clay and began to morph it into various shapes.

As he watched everyone else start moulding their blocks into different shapes, Ben looked down at his own block and began to randomly knead it into no particular shape, surprised at himself for being unable to think of a single thing to make. It only made matters worse for him when he glanced over to see both Matsuda and Motohama already making a good start on their blocks while he still had nothing.

As he kneaded the block of clay in his hands, Ben closed his eyes and tried to relax his mind; the intent being that maybe something will come to him if he lets his subconscious create ideas for him. While he did this, he simply allowed his hands to move on their own and was soon allowing his subconscious mind to control his hand movements completely.

He didn't know how long he was in this position for but he was brought out of it when he felt a hand land on his shoulder.

"Oh my, I never knew we had a sculptor amongst us," he heard his teacher say from his left. He opened his eyes and looked up at his teacher to see an impressed look on his face. He looked around to see everyone also staring at him, some with amazement while some looked at him with anger. The look of anger mainly came from the boys of the class which confused Ben a bit, though that quickly vanished when he looked down at his sculpture and saw exactly why everyone was staring at him in such a way.

Standing on his desk, carved completely out of clay, was a perfect replica of his Tetramand "Fourarms" form standing on a small plinth. Sat on his lower left bicep was a completely naked Rias Gremory. Held in place by his upper left hand which was laced through her long locks of hair, the Rias statue held an expression of ecstasy as the hand of the arm she was sitting on had reached around her clay body and had cupped hold of her right breast. If that wasn't enough of a unique clay sculpture to have made, the exact same thing was happening on the Tetramand's right side though instead of another Rias figure it was a grey-coloured figure of Akeno, also completely naked and with a look of bliss on her face as her breast was groped by the grey-coloured demon.

"I must say, Ben. You have a healthy imagination. That's a great thing for an artist to have," the teacher praised. "It seems this class was a fantastic idea. I never believed I had a student which possessed such a talent."

From behind him, Ben could hear his parents whispering to each other, praising the statue their son had made.

"I never knew our son was so talented," he heard his mother whispering though was easily picked up by his enhanced hearing. "It's just slightly embarrassing to see what his mind always leads to."

"What are you talking about?" his father replied. "It's completely normal for a teenage boy to think about such things."

Ben sighed under his breath at his parents' conversation and noticed Asia staring at him out of the corner of his eye with puffed out cheeks. It didn't take a genius to figure out why she was making such an adorable face when you looked back at the statue.

He brought his attention back to the crowd which had gathered around his desk, looking at the sculpture with amazement at its detail, disgust at its subject matter, and anger which mainly came from the male half of the class as they were reminded of how close he was to the two 'Great Ladies of Kuoh Academy'. Barely a few seconds later, the rest of the class was taken up by the students trying to outbid each for the statue.

* * *

When lunchtime finally came around, Ben and Asia left his parents as they went to look for Rias as they normally did for lunch.

Only this time, they had an addition with them.

"It's very well made," Rias said as she examined the PVC clay statuette with a wry smile on her face. He obviously couldn't sell his creation to any of his classmates and had presented it to the crimson-haired heiress when they found her and Akeno.

"Ara ara," Akeno chuckled softly. "I shouldn't be surprised that Rias' body is so accurate considering you're touching her body every night. I'm curious as to how you learned my measurements though…not that I mind."

Rias smile slowly turned into a cute, suspicious glare as she looked at the Akeno figure on the right side of Ben's Tetramand form. "Yes, I'm also curious as to how you were able to make such an accurate replica of Akeno. Care to explain yourself?" she added with a dangerous glint in her eye.

"Uhhhhhh," Ben sighed sheepishly, understanding that he had to be VERY careful with how he answered Rias' question as he would likely incur her wrath if it was unsatisfactory. "I don't know how exactly. It just appeared within my mind."

Rias sighed and shook her head at him. "You truly are a lewd beast, aren't you?"

Ben wanted to make a retort at Rias but was halted by two factors. He couldn't actually come up with a good response to her statement and he was interrupted by the sound of a group of boys rushing past them and heading into the gymnasium while cheering and shouting joyfully.

"No way! An actual Magic Girl photo shoot!" he heard Motohama shout from the front of the crowd closely followed by his comrade-in-arms, Matsuda.

"C'mon! As former members of the photography club; we've got to represent!" he shouted as they disappeared into the large building.

"What's going on with that lot now?" Ben asked, secretly glad they took the attention off him and onto something else.

"It couldn't be!" Rias gasped with surprise.

"Or can it?" Akeno replied with a bright smile.

* * *

The first thing the four devils noted when they followed the crowd into the gym was the flashes and clicking sounds from the numerous cameras and camera phones held in the hands of the crowd of men who were taking photograph after photograph of someone standing in the centre of the stage who was posing for the photos, seemingly enjoying the attention they were attracting.

As he moved closer to the commotion, Ben saw that the subject of all the excitement was a beautiful girl with long, black hair which had been tied into twin tails and violet eyes, and while she may appear to have a child-like body, her large breasts revealed her physical maturity.

The next thing that he noted was her attire.

"Isn't that a Magic Girl Milky Spiral Seven alternative cosplay outfit?" he asked, more to himself than anyone else.

"How do you know about that, Ben?" Asia asked curiously as she stood by his side.

Ben groaned and ran his hand over his face as the unpleasant memory came back to him. "Urgh. I know about it because I had to watch almost the entire show for my first ever contract. It wouldn't have been that bad had I not been used as a hug pillow." He shuddered at that particularly unpleasant part of the memory.

"Hey! Knock it off! We are still on school property and this kind of thing is not acceptable!"

Ben looked back at the stage to see Saji standing there, standing in front of the cameras to prevent the crowd of boys from taking anymore photos. This didn't sit well with the crowd who began to voice their discontent towards the student council member.

Saji ignored their complaints and continued to wave them away. "Enough! We don't need this kind of commotion, especially not today with the classroom visits! Get out of here!"

The crowd continued to voice their annoyance at Saji spoiling their fun but begrudgingly began to shuffle out of the gym leaving behind the four devils, Saji, and the mysterious girl in the anime cosplay outfit.

"Now that that's dealt with…," Saji muttered as he turned to face the strange girl on the stage with him. "What do you think you're doing, encouraging such things on school property?" When she just simply stared at him he sighed and tried again. "Are you related to anyone here?"

"I sure am," she replied with a bright smile and nod of her head.

"Well they should have told you that this sort of outfit and behaviour isn't acceptable here."

"Saji!"

Everyone looked towards the new voice which came from the back of the gym to see Sona Sitri standing in the doorway with an annoyed expression on her spectacled face. "What's going on here?!"

"Hey Sona," Saji said, suddenly a lot less confident than he was before. "This girl says that she's…."

"There you are Sona!" the girl exclaimed with joy as she moved around Saji to get a better look at the Sitri heiress.

"I'm so happy to see you!" she cried happily as she leapt off the stage and ran towards Sona, coming to a stop right in front of her. Her expression turned into one of curiosity as she saw the retrained look of panic on Sona's face. "What's the matter? Your face is all red. Aren't you happy to finally be seeing your big sister again?"

"Sona has a sister?" Ben asked Rias as they approached the stage. "That's news to me."

"Yes she does," Rias confirmed with a small nod. "That is Lady Serafall Leviathan, one of the four devil kings.

"S-Serafall?!" Saji stuttered quietly as it slowly dawned on him who he had been speaking to and how he had spoken to her. "I-I've never seen her before. Sona told us about her but I never saw her in person."

"Good first impression on your future sister-in-law," Ben whispered in Saji's ear, ensuring it wouldn't be overheard by anyone else.

This only made Saji feel worse as his face paled slightly at Ben's words whilst remembering how he had told him his dream. "S-Shut up, Tennyson!" he hissed back, equally as quiet.

As the two pawns continued to chat to each other, Rias decided to help out her friend and walked towards the two siblings with a warm smile on her face. "It's been quite a long time, Lady Leviathan," she said politely, attracting the raven-haired devil king's attention.

"Oh yes it has, Riiiiiiias," Serafall replied playfully. "How excited are you to see me?"

"I'm very excited to see you. Thank you for asking. I assume you're here for the classroom visits."

"That's right," Serafall moaned comically. "But Sona was a big meanie and didn't tell me about it. I had to find out about it on my own. I was so mad that I nearly attacked Heaven out of frustration."

"Could she have really done that?" Ben murmured to himself with surprise. While she didn't look powerful, he had to assume that she was far from weak. She had to be incredibly strong if she was one of the four leaders of a society that valued strength above anything else.

"Hey, isn't that guy meant to be the Dragon All-father?" Serafall asked Rias as she glanced over her shoulder and pointed towards Ben.

"Yes he is," Rias said proudly, turning towards her precious servant and gesturing for him to join her. "Could you come here, Ben? There's someone I want you to meet."

Doing as she asked, he stepped away from Akeno and Asia and came to stand beside Rias and in front of Serafall to whom he bowed his head respectfully. "It's a pleasure to meet you, Lady Leviathan. My name is Ben Tennyson, Rias Gremory's pawn."

"The pleasure's all mine. As you may already know; I'm the devil king, Serafall Leviathan." She turned sideways, posing for him and making a peace sign at the same time. "But you can call me lil Levi!"

"Please listen to me!" Sona demanded desperately, attracting her big sister's attention again. "I am responsible for the entire student council here! Even if you are family, your attire is totally unacceptable! You're going to have to change!"

"Can't you hear the tone of your voice? You're borderline violent," Serafall retorted.

As Serafall continued to talk to Sona and find out what was going on with her, Ben leaned towards Akeno and spoke quietly so as to not be overheard by the devil king. "So, if Sona's older sister is a devil king like Rias' brother is, why didn't she call her to help us with the whole Kokabiel incident? Don't they like each other or something?"

Akeno chuckled behind her hand before responding. "No. quite the opposite in fact. Serafall likes her little sister a little too much. Some people would go as far to say she's obsessed about her. The situation would have spiralled way out of control if Serafall had been there.

"Ah! I can't take it anymore!" Sona cried as she turned and ran away from her sister who followed after her.

"Wait, Sona! Don't leave!" Serafall called out as she followed her sister closely.

"Looks like Sona will be needing my help. I'll see you later," Saji said to Ben as he watched his master flee from the gym.

Ben patted his shoulder and nodded, a knowing look on his face. "I hear you. Catch you later."

Rias sighed and rested a palm against her forehead as she watched her childhood friend ran away from her overbearing sibling. "It's not really my place to say, but all of the devil kings are like this," she groaned, nodding her head towards Serafall. "They're all high-strung and extremely excitable. It can be exhausting."

"I resent that," came a cool, familiar voice from the stage behind everyone. They all turned around to see Sirzechs sitting on the edge of the raised stage, his hands in his pockets and a broad smile on his face.

"What are you doing here?" Rias asked, taken off guard by her brother's sudden appearance.

"I heard a commotion and thought I'd check it out. I should have known it'd be Serafall. She sure knows how to attract attention. Anyway, stop changing the subject. What do you mean by "high strung and excitable"? I seem to recall that, in the past you would follow me everywhere I went whilst saying "big brother this" and "big brother that"." He sighed fondly at the memories. "Huh, I guess it must be the rebellious age you've reached…."

Rias, whose face had turned bright red from embarrassment, stomped her foot on the ground and glared at the devil king with adorable puffed out cheeks. "Sirzechs! Please don't bring up my childhood!"

[Flash!]

Before anyone could react, Sirzechs had pulled his right hand out of his pocket to reveal that he was holding a small camera which he pulled up to his face and took a picture of Rias' adorable expression before she could remove it.

"There we go. What a nice face, Rias. I'll be sure to show this to father…," he chuckled warmly as he stood up on the stage and looked at the picture he had just taken, impressed at his own skills. "He'll be so happy…and I'm sure mother would appreciate it, especially as she couldn't make it today."

"Give me that camera, Zechs!" Rias demanded in what was clearly intended to be an angry tone though Ben just marvelled at how cute it was. Instead of acquiescing to her demand, Sirzechs chuckled at the look on his little sister's face and quickly made his exit behind the stage curtains before she could do anything more than just shouting after him.

Ben had to hold back a chuckle which was threatening to break free. Once he had calmed down, he looked back at Rias, marvelling at how cute she looked right now, and nodded his head. "I think you're right about the devil kings," he said with a smile.

* * *

Determined to find her brother and take his camera off him before he could show their father the picture he took, Rias led their group of four back into the main building and were making their way down the corridor and soon found themselves in the main atrium of the academy though with no success in finding the crimson-haired devil king. They were just about to head off towards another part of the school when….

"Hey there, Ben!" they heard Ben's father shout out from the other side of the atrium.

"Hey, dad," Ben called out back as they diverted from their path and headed towards his parents. As he caught sight of them, Ben noticed another man standing beside his father…an eerily familiar, crimson-haired man.

"Hello there, Rias. I've been looking for you," he said in a deep, also extremely familiar voice.

"Hello father," Rias replied politely while Ben's brain snapped in gear and reminded him where he had last seen her father. It was all the way back at the engagement party he crashed.

Perhaps not the best first impression he's ever made.

"You must be Ben. It's a pleasure to finally meet you," Rias' father said politely as he held out his hand which Ben accepted and shook. "Thank you for taking care of my daughter."

Though he was initially surprised by how he seemed to have never seen him before, Ben quickly realised that it was for the sake of his parents. It'd be pretty hard to explain how they knew each other without revealing that they had briefly encountered each other in an engagement party in the Underworld which he had crashed in order to save the bride-to-be from her asshole of a fiancé.

Even in his head, had he not experienced all of that, he'd find that story hard to swallow…even to another supernatural being!

"Yeah, that's me," Ben replied politely, following the crimson-haired man's lead. "It's nice to meet you."

Releasing his hand, Ben looked back at his parents who were noticeably more formal than he had ever seen them before which intrigued him. "So…uh…how did you end up meeting each other?" he asked, aiming the question at his parents.

"Well, we were standing around here, waiting for you and Asia to come back when we bumped into Mr Gremory and began talking to each other…and here we are fifteen minutes later still talking. Isn't that right, sir?"

"I've told you before, Carl. 'Mr Gremory' was my father. Please call me by my first name, Zeoticus," he chuckled as he put his hands back in his pockets. "Besides, I think our children are close enough for us to drop all formalities, don't you agree?"

"O-Of course Mr…." Ben's father began before he was subtly elbowed in the ribs by his wife, "…uh, I mean Zeoticus," he quickly corrected himself and it suddenly dawned on Ben why his folks were acting so strange.

They both worked for his company. Even though his mother had quit to raise him and his sister, and his father worked in an office and was considerably low on the corporation ladder, they both worked indirectly for Rias' dad. Putting it in simple terms, he supposed it was like someone working on the lower rungs of Microsoft and suddenly meeting Bill Gates, completely out of the blue. It would be enough to take anyone by surprise.

Zeoticus smirked when he noted the red look of embarrassment on Rias' face. Perhaps we should continue this conversation somewhere a bit more private. It's quite noisy around here and I'd much rather embarrass my daughter when I know she can hear me."

"Father!" Rias exclaimed, her face as red as her crimson hair.

"Would you like to come back to our place for dinner?" Ben's father offered. "We've got some whiskey, or sake if you prefer, and could continue talking in comfort.

"That sounds like an absolutely wonderful idea," Zeoticus said with a sincere smile, ignoring the look of shock on Rias' face as he said so. "I've been wanting to see where my daughter has been staying. Sirzechs and I had wanted to visit earlier but our work prevented us from finding an opportunity to do so. I hope she hasn't been causing you too much trouble."

"Oh no, of course not!" Sandra said quickly. "She's been such a good girl. She couldn't be any more of a perfect houseguest."

"I'm glad to hear that. She certainly wasn't like that when she was younger," Zeoticus said as the three of them started to make their way towards the school entrance, leaving their children behind as they already began to continue their conversation from earlier.

"This is brilliant," Sirzechs said with a hearty laugh as he descended the stairs next to their group.

"What are you talking about?" Rias asked with a glare.

"It looks like we get to have the first family meal with our future mother and father-in-law," he answered with a wink and laughing again when he saw both Ben and Rias go red-faced at his answer. "Don't you agree?" he asked playfully.

"Zechs! Don't go saying stuff like that! And where's that damn camera of yours! I demand you give it to me at once!" Rias demanded, still red-faced with embarrassment.

"Afraid I can't do that, Ri-Ri," Sirzechs retorted, using the nickname he and his father had come up with when she was younger. "I need to record and preserve these precious memories of you growing up. It's my duty as your older brother." He sighed pleasantly as he watched the back of his father and Ben's parents heading away from them.

"I can't wait for tonight," he chuckled while Rias just groaned and covered her face with her hands.

"I can," she muttered with embarrassment.

* * *

(Ben's house)

"Oh Asia! You look so cute in this video!" Ben's mother all but squealed as she watched Asia on the TV.

Once the school day had ended, everyone had returned to Ben's home. Once there, they had enjoyed a delicious meal courtesy of a combined effort from Rias, Asia, and Sandra who Ben suspected was trying to try out all the new recipes Rias had taught her in the month she had been living with them.

Once they had finished the meal and Zeoticus and Sirzechs had thanked Sandra for her hard work, they had all moved into the living room, in front of the TV where they began to watch the video tapes they had collected from that day while enjoying some sake.

"Hahahaha! It's an important parental duty to pay attention to the blossoming of your daughter, don't you think so?" Zeoticus laughed heartily, a cup of sake in his hand. He seemed to become an incredibly cheerful person after drinking sake…even though he was already cheerful beforehand.

The two girls they were referring to were sat the dining table at the end of the living room with their heads in their hands and wishing that the night would be over soon.

"I'm so embarrassed," Asia squeaked adorably, refusing to look at the TV which showed her answering a question in class.

"I feel like I'm in the lowest level of Hell," Rias groaned into her hands.

Once they had finished with their video tape footage, Zeoticus started to show the footage he had gotten when he was watching Rias in class. This seemed to only make Rias worse if the subtle shaking of her entire body and extreme blush on her face was any indication.

"Of course it's important to watch them grow," Zeoticus repeated as he watched his daughter spot the camera and start ordering her father to put it down which he ignored. "But I say it's also an important duty of a father to embarrass his daughter at school too!" he laughed.

"Oh look! Our Ri-Ri is answering the teacher's question…oh, and she got it right!" Sirzechs exclaimed with a laugh which was joined by the rest of the adults.

"I can't take it anymore! I'll be in my room, stupid jerk!" Rias called out as she stormed out of the room and headed up the stairs.

Ben rose out from where he was sat. "I'll go after her," he said to Asia as he followed Rias up the stairs towards his room.

* * *

Ben noted Rias sat on the floor in front of the door to his room as he rounded the corner of the landing. It may have been dark thanks to the complete lack of light but he could make out, thanks to his enhanced vision, the blush which was still on her cheeks and admired how beautiful she looked right now.

"Hey Rias," he said softly as he approached her. "Do you want to hang out in my room?"

Rias nodded her head without saying anything and Ben was reminded once again that, without her fancy titles and obligations, she was still a normal teenage girl. He opened the door for her and let her enter the room first and jump onto his bed and bury her face in his pillow and release a muffled groan.

Ben chuckled light-heartedly under his breath and sat down on the edge of his bed. "I know it's kinda embarrassing with the videos and all, but it seems our parents are getting along well and that's good, right?"

He glanced over his shoulder at Rias though she didn't answer. He scratched his cheek and continued. "I know parents can be embarrassing at times. You remember when my mom showed you my baby pictures? I try not to remember but I just can't help it. Your dad seems to be getting along with my folks well."

"I know. I'm happy that my father is getting on well with your parents," Rias replied, her response muffled by the pillow her face was still buried in.

Silence descended on the room for a while before Rias broke it.

"Hey, Ben?"

"Yeah."

"I want you to be honest. Are you glad you met me?"

Ben didn't respond at first as he was so surprised by the sudden question. Upon being met by silence, Rias continued.

"I'm really happy here. I'm glad I met you, Ben. I can't imagine my life without you in it anymore. I don't really know when it happened but you now hold a very special space in my heart."

Never having heard her reveal such things to him before, Ben took a deep breath and answered Rias' question.

"If we're speaking honestly here then I have to say I'm the same really. I'm so happy I met you, Rias…even if it was under less than normal means." They both chuckled at the dry joke before he continued. "I don't think I can imagine my life without you in it, nor do I want to think about it. You changed my life, Rias, and while it has been both painful and hurtful sometimes, I wouldn't ever consider my life being anything different than it is now. I'll always be there to protect you, the rest of your peerage, and whoever you choose to have as your husband."

The last part took Rias by surprise and she tilted her head to look at him with confusion on her face. "What do you mean?" she asked slowly.

"Well, as the heiress to such a prominent and influential family, I assume that it'll be important to choose a suitable husband for your household, am I wrong?"

"No, you're not wrong, but I still don't get what you're trying to say," Rias replied, pushing herself up from her face-down position to look at Ben intently.

Ben took another deep breath before continuing. "What I'm trying to say is that I understand why it wouldn't be me. I'm a half-blood devil with the soul of a dragon within me which gives me power I don't think I'll ever be able to understand let alone control. My body has already changed because of this power, and I can't always control it as you saw at the pool. Why would you want to marry someone like that? I'd understand it if nobody wanted to marry someone like th-…."

Ben was suddenly cut off from his speech when Rias cupped both his cheeks with her hands tightly and pulled his head to look at her just as she thrust her face forwards and brought her lips crashing down on his, her tongue taking advantage of his shock and forcing its way into his mouth. He was taken off guard by her abrupt attack that he didn't put up any resistance and fell back onto his bed with Rias lying on top of him, her mouth pressed firmly against his.

The kiss lasted for a few seconds before Rias pulled her head back, breaking off the intense kiss, a trail of saliva connecting their lips for a few seconds before it broke, and looked down at him with a hurt expression on her face. "Why would you say something like that?" she demanded.

"I-I'm simply telling you the truth. I don't think I'll ever fully control this new body of mine. E-Even now my 'alpha' side is slowly trying to take over, just like it did at the pool, and I'm struggling to keep it restrained," Ben muttered through gritted teeth as a low growl escaped from the depths of his body.

Rias held his face in place below hers as she stared deeply into his eyes, marvelling at how stupid her precious servant was being. "You really are an idiot, aren't you? You're so oblivious to how a girl's heart works that you start believing such foolish things," she sighed as she ran a hand through his hair softly. "I wasn't angry with how you were getting intimate with Akeno and Xenovia. I was…jealous. Jealous because you've done things with them but not with me, even though I'm the one who you're meant to be doing such things with."

"W-What are you s-saying?" Ben asked with a low growl as he felt himself slowly giving into his primal side, his eyes slowly flashing between their normal colour and a dull emerald colour.

He couldn't help but notice the blush slowly making its way across Rias' beautiful face. "Urgh! You really don't know what women want, do you? I'm saying that I…that I don't mind you doing those things to me! It's only right seeing as I'm your master."

Rias' confession proved to be the final tipping point for Ben. The final button had been pushed and his eyes completely changed to their dull emerald colour and he sat upright, catching Rias completely off guard and sending her backwards onto his bed instead.

Taking advantage of her position, Ben crawled up the bed until he was right on top of the crimson-haired beauty, his knees resting on either side of her waist as he looked down at her with lustful eyes. Before Rias could say anything, Ben descended on her, pressing his whole body down on top of her while his mouth found its way towards her mouth where he continued the battle of tongues from before…only this time he had no intention of losing.

While his mouth and tongue were working towards dominating the young heiress' mouth, his right hand trailed along her curvaceous waist, her incredibly soft body and breasts and snaked around the back of Rias' head where he ran it through her hair before holding it in place while his tongue continued to explore the insides of Rias' mouth, her tongue failing spectacularly at holding it back.

While his mouth and right hand had occupied themselves, Rias' heavy breathing only served to excite him even more so Ben brought up his left hand along her stomach and found itself taking hold of the large, soft yet firm orb of flesh which was Rias' right breast and gave it a firm squeeze. This sudden action caused Rias' breathing to hitch but that only egged Ben on even more than ever an intensify his actions.

While he couldn't imagine anything else being more perfect than what he was doing right now, Ben felt his frustration rise at the clothing which obstructed his access to the warm feeling of Rias' bare breast which can only be felt by skin-on skin contact.

His objective clear in his mind, Ben brought his left hand back down Rias' chest and stomach until he reached her waist where he pulled her shirt out from under her skirt and allowing him to gain access to underneath her shirt. He slowly trailed his hand back up her stomach, enjoying how Rias reacted to his touch and soon found his hand back at her breast. He noted the soft fabric which came from her bra and arched his hand around her back until he reached the clasp holding her particularly large breasts in place. He was just to undo the clasp when he suddenly felt a slender pair of arms wrap around his neck and pull him off Rias, their lips still connected to a thin trail of saliva for a few extra seconds before it broke apart.

"It's not fair, Rias! You're always spending time with him. I never get to do those things with him!" Asia whined adorably as she rested her cheek against his as she embraced his neck possessively. This proved to be a mistake (if you considered it one in similar circumstances) as Ben quickly wrapped his arm around Asia's waist, taking hold of one of her breasts in his hand and turned to face her look of surprise with his own, emerald, lust-driven eyes.

"We can't have that now, can we?" he growled lustfully as he brought his lips crashing down on Asia's mouth which was open from her gasp of surprise at Ben's unexpected action and allowed his tongue to make its way into her mouth and wrestle with her tongue.

As the two of them continued their passionate kiss, Asia too taken by surprise by Ben's action to do anything not that she would have wanted to though, Rias managed to get her breath back and slowly sat up on the bed where she noticed Ben and Asia's intimate act and glared at Asia with an adorable pout as she pulled them apart and causing Ben to fall on his back on the bed. "Asia! What do you think you're doing?! I got here first so I should have more time alone with my Ben!"

The blonde, ex-nun required a few seconds to catch her breath back after such a shock. Once she had managed to get her breath back to normal (even though her face was still as red as Rias' hair), Asia stared back at Rias, red faced but with a firm expression. "Well, I think I should get some time alone with _my_ Ben as well!" she retorted with frustration.

"Now now, ladies," Grayfia said as she entered the bedroom, distracting the two young women from their glaring at each other. "It isn't wise to be fighting in front of Ben."

The silver-haired maid was soon joined by Sirzechs who also entered the room. "That's true. Fighting is never good."

"What are you doing here?" Rias demanded as Ben, once more, came back to his senses as his eyes returned to their natural colour, signifying that his 'alpha' side had been restrained…for now."

"Well. Seeing as father is thoroughly enjoying himself with our wonderful hosts, I thought I'd slip out for a while. There's something I've been meaning to talk to you about for a while now, Rias."

"And what would that be?" Rias asked her brother as she got off the bed and stood opposite him, her frustration turning into curiosity at the serious tone in his voice.

"I've been thinking about this for a while, especially after your encounter with Kokabiel, and I believe it's the right time to release the other bishop," Sirzechs replied calmly as Rias gasped with surprise.

"What's he talking about?" Asia asked Ben with confusion who shared her look of confusion.

"I don't know. I didn't even know Rias had another bishop besides you," Ben replied as his senses finally returned to normal.

"The reason the bishop was sealed away is because their gift was dangerous," Rias explained to the two of them. "I wasn't strong enough to handle them safely."

"That used to be the case, yes," Sirzechs added. "However, from observing your fights with Phenex and Kokabiel, I've reconsidered my previous position on the matter. You're now more powerful than you've ever been. I am more than confident that now's the right time. Release the bishop!"

"I that is the devil king's wish then I shall make it happen," Rias declared firmly.

* * *

(The next day, after school)

Every member of the ORC was gathered outside the entrance to the clubroom which also, incidentally, happened to be right next to the locked classroom which had been sealed up and covered with yellow tape. Though he couldn't see it, Ben could sense the different magical seals which ensured that the doors wouldn't be opened until the right time.

When Rias explained what they were about to do, Akeno, Koneko and Kiba were clearly taken by surprise. It seemed that all the original members of the ORC already knew about the other bishop which didn't really surprise Ben when he thought about it. They had all known each other for a while before even Ben had been brought into their group.

"So this is where the bishop has been living?" Ben asked as he stared at the large double-doors before him.

"Yes," Akeno answered as she stood by his side. "Even though he can leave the room any time he wants, he absolutely refuses to do so. It's a shame really because, up until now, he was the highest earner we had."

"That's impressive," Ben admitted, wondering just what kind of person this mysterious bishop was.

"It's true," Kiba added. "He even had special contracts. He still has them but he simply uses a computer to carry out the special requests from humans."

"It must have been a very dangerous power for the bishop to have been sealed away," Xenovia noted as she stared at the doors with intrigue.

Ria stepped forward and stood in front of the door where she pulled off the yellow "Keep out" tape from the door and removed the magical seals surrounding the room. Once she had done that, Rias took hold of the door handle and opened the door.

"Aaaaaarrrrrrrrrgggggggghhhhhhhh!"

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And there we are, finished with yet another chapter. I'm still building up to the climax of this arc and am working on making it pretty explosive, both with combat scenes and with revelations that affect and shape the rest of my story.**

 **To some of my readers who may think I'm sticking too close to canon then I hope to quash those issues with this arc. I'm going to add a lot more to the story and take it on, hopefully, a more original path.**

 **. . . . .**

 **Reviews**

 **Leonarddxd:** **I'm glad you like my chapters, it means a lot to hear that. In regards to Kiba and Valerie being paired together…ehhhh, I don't think so, sorry. I know that, in the world of fanfiction, a writer has the power to make anything happen but it's a challenge to do that but in a way that doesn't ruin the flow of a story. I've seen it happen a few times in fanfiction and, being completely honest, it makes me cringe when they make 1+1=F and try to play it off as if there's nothing wrong with that when it clearly doesn't work.**

 **It's kind of like that here. I can't see any way in which Kiba and Valerie would be paired up together. The best I can see them becoming is friends at the very most. The fact that neither of them seemed interested in that sort of thing helps me out here.**

 **Nivek Beldo:** **I really appreciate your reviews and actually look forward to reading them after every chapter. I hope (though I'm not suggesting) that you continue to do this in future. Ascalon will certainly get the time it so deserves in the spotlight.**

 **Didn't really think of any particular Queen song in the Karaoke scene (mainly because I find them all fantastic) but if I was pressured into it, I could see Ben singing "Don't stop me now!"**

 **Thank you for noticing the importance of Azmuth's influence. It did seem a bit sudden with the whole summit thing and kinda disappointed me so I wanted to find a way to make it more believable.**

 **Azmuth is hiding pretty big secrets and I know I'm being a tease by holding them back…but please be patient. Everything will be revealed at the summit and there's quite a bit which may cause me to add an extra chapter into this arc, though some may say that's not a bad thing.**

 **I really liked how you described the new side to Ben's personality and think it works well here. If you would prefer me to not use it for any reason then I'll gladly change. I hope you liked how his new side affected his interaction with Rias and Asia in his room.**

 **Magical fan18:** **I appreciate your input and hope it was just as good in this chapter. I had fun writing it and hope it entertains everyone who reads it.**

 **Ultimatrix bearer:** **XLR8 always seemed the fastest of the two but, at the same time, doesn't appear to be able to handle himself in a battle of strength compared to Fasttrack. Thank you for the raunchy scene compliment; I hope you liked the one in this chapter too.**

 **I stand corrected on Ben's smartest form. In my defence, I get all my info on the alien forms from its wiki page as it seems to be the most detailed. That being said, I couldn't find any numbers revealing how smart Gray Matter is. Your statement does fit their individual personalities in the cartoon and I will use that as a base for separating the two of them in future.**

 **Spider-Man999:** **I didn't watch the whole episode as I stopped watching Ben 10 after Omniverse took the brilliant show and brutally defamed it in my opinion. I did watch extracts of that episode on YouTube though and will probably look at that episode for ideas when I come up with ideas for that arc though it won't be for some time.**

 **Omnimania00:** **I wasn't planning on including that aspect of the cartoon into my story because it kinda got replaced by the magic of the supernatural world of Heaven and Hell. It's basically magic anyway as that's what Gwen used to study in the original series onwards.**

 **. . . . .**

 **Thank you everybody who wrote a review for the last chapter. I hope to read more of your views, opinions and any questions you may have.**

 **Until next time, see you in the next chapter.**

. . . . .


	20. Vampires, Archangels and gifts

**A/N: Hello everyone, it's me!**

 **Firstly I would like to welcome all the newcomers who favourited my story and are now following it. It means a lot to me that you've decided to read my fanfic.**

 **Now…I know it's been a while since my last update and I am really sorry that I kept you all waiting for so long without anything.**

 **I was able to finish my exams but I was met, shortly after, with other pressing personal matters which made it impossible for me to put my best effort into this story. Not only that but I also had to think of my beta reader who had exams shortly after mine were over.**

 **However, now that exams are finally over and I have nothing else which takes priority, the usual release schedule for the last few chapters of the summit arc. As I said in my last two chapters (which has been a while, I'll admit), I'll be adding to my version of the DxD universe and will do my best to explain it in a way which is both interesting and easy to follow.**

 **Now without further ado, here's the long-awaited next chapter.**

 **. . . . . . . . . . . . . . . . . . . . .**

"Aaaaaarrrrrrrrrgggggggghhhhhhhh!"

Ben flinched winced slightly as the shrill cry from the dark room before him battered against his eardrums. Even without superior hearing, it was enough to hurt anyone who heard it.

He looked over at Rias to see her not taken by surprise by the sudden cry and simply released a small sigh with a shake of her head as she entered the room, closely followed by Akeno.

"Hello there," she said kindly. "I'm glad to see you're looking well."

"W-What are you all doing here? I-I don't understand what's going on," the occupant of the room cried out.

"The seal has been broken. You're free to go out with us now," Rias explained softly as she crouched in front of the mysterious person.

Ben and the others entered the room fully as Rias pulled off the blankets covering the person who called the room they were in home. He was surprised when he saw a young person who looked like they were the same age as Koneko with platinum blonde hair and pinkish-violet eyes. But what surprised him the most was the sight of their pointed ears.

"Nooooooooooooo! I don't wanna go outside! It's way too scary!"

When he got a closer look at their mysterious bishop, Ben noticed something was wrong when he noticed them wearing the Kuoh Academy's girl uniform.

"Am I missing something?" he asked to the room. "Didn't you say that the other bishop was a guy? What's with the uniform and the rest of the room?" he asked as he looked around the room to see a vast collection of cute items and toys which you would normally find in a girl's room.

"I know it might seem like he's a girl, but he's most definitely a boy," Rias confirmed as she knelt in front of the young boy.

"Ara ara, but as you can see, he likes to dress up as a girl," Akeno chuckled softly.

"Uh okay. I wasn't expecting that," he admitted as he looked back at the young cross-dresser. Even though he didn't swing that way, even he had to admit that he looked cute in his appearance.

"I'd like to introduce everyone to Gasper Vladi, the other bishop in my peerage," Rias said, hugging him warmly. "He's a first-year student…and before I had the honour of turning him into a devil, this little guy was half-human and half-vampire."

"He's a real vampire?" Asia asked with intrigue while Ben approached Gasper and Rias with a look of fascination on his face.

"No way! Seriously?! He's a vampire?! An actual, real-life vampire?!" he asked eagerly as he caught the slight glint from the light as it reflected off the corner of the fang which, while small, proved beyond any doubt that Gasper was, indeed, a genuine vampire.

Rias chuckled at Ben's excitement and nodded her head. "Yes. He is an actual, real-life vampire," she said with a smile before turning back to look at Gasper. "Now, Gasper. Do you want to come outside with us now?"

Gasper shook his head vigorously and backed away from Rias. "I don't wanna go! Please don't make me!

Ben knelt in front of the young dhampir. "Hey, it'll be alright. We don't bite," he said calmly as he held out his hand for Gasper to take. This proved to be the wrong thing to do.

 _ **[Ben. Watch out!]**_ Azmuth cautioned but it was too late. Ben's vision went white for a split second, and when it returned to normal Gasper was no longer in front of him.

Ben blinked with surprise. "Uh, what just happened?" he asked, not sure what just happened to him.

He was distracted from a familiar cry from Gasper who, somehow, had managed to move to the other corner of the room without anyone seeing him. "I'm sorry!" he cried as he cowered in the corner. "Please don't hit me! I didn't mean it!"

"Did he just do that?" Ben asked with astonishment while Rias just sighed and nodded her head.

* * *

(Back in the clubroom)

"This is why he was sealed away in the first place," Akeno explained. "He possesses the Forbidden Balor View, otherwise known as 'the evil eye that stops the world'."

They had managed to convince Gasper to leave his room and were now back in the clubroom with Rias sat behind her desk as usual and Akeno standing right beside her while everyone else bar Gasper had taken a seat on the sofas while the dhampir was standing in the middle of the sofas and looking extremely uncomfortable at being out of his room.

"The what and the what?" Ben replied, completely lost.

"It's his Sacred Gear. When he gets too excited he can stop whatever he's looking at for a certain amount of time," Koneko explained.

"And unfortunately, Gasper has trouble controlling his power so he was sealed away by Sirzechs as a precautionary measure."

"On top of that, it seems that his abilities are unconsciously growing stronger which means that it could almost certainly become a balance breaker."

"Wow, that's impressive! It's that powerful?" Ben asked with curiosity while Rias nodded in confirmation.

They were interrupted by the sound of whining and, turning around, notice a small cardboard box in the back corner of the room which was shaking slightly. "I don't like it when you guys talk about me like I'm not here! Why can't you just ignore that I'm alive like normal?!"

"I take it he's got some issues with social interactions," Ben summarised from everything he had seen with the young dhampir.

As Rias nodded once again at Ben's astute deduction, Akeno cleared her throat to attract the crimson-haired heiress' attention. "I think it's about time for us to go," she said simply.

"Yes, you're right," Rias replied as she glanced at the small clock on her desk. "If you'll excuse us; Akeno and I have to attend a meeting in preparation for the summit in a few days."

"I'm still struggling to believe it's actually taking place," Xenovia muttered under her breath.

"Kiba. Would you please come with us to this meeting? My brother is extremely interested in your balance breaker," Rias asked as she stood up from her desk.

"Of course," Kiba replied respectfully as he rose out of his seat.

"Wonderful. Everyone else, I'd like you to take over Gasper's training while we're away," Rias said as Kiba joined her and Akeno in preparation to wherever their meeting was.

"I guess we can do that," Ben said, casting a quick glance back at Gasper as he said this but stopped when he caught the glare of the sun reflecting off the window. Once he noticed this, he immediately remembered something about vampires from pop culture and wondered if it was true. "Is Gasper alright with sunlight? All of my knowledge of vampires comes from Stoker and Hollywood so I can't really believe everything they tell me."

Rias chuckled a bit before answering. "He'll be quite alright in sunlight. It just so happens that he possesses the blood of the Day walker vampire; a special type of vampire which can move about in daylight, even if they still aren't overly fond of it. We need to go otherwise we'll be late. I leave you in charge of Gasper's training, Ben. Please don't let me down."

With that, the three of them disappeared in a crimson circle, teleporting to wherever they were meeting up with Sirzechs.

"Well then, what should we do for training?" Ben asked, his hands placed on his hips as he turned to look at the cowering dhampir. Before he could come up with a suggestion, however, Xenovia stepped forward with a determined expression on her face.

"I've got a good idea, Ben. Please let me try it. I know how to discipline him, you'll see," she said confidently, a smile spreading across his face.

For some reason, Ben had a sinking suspicion things weren't going to go well.

* * *

(Outside old school building)

It turned out that he was right.

"Eeeeeeeeeeeeek! Why are you being so meeeeeeeeeeeeean?!" Gasper cried as he ran around the back of the old-school building with Xenovia trailing behind him with the Holy sword, Durandal, in her hands as she chased after him.

"Stop complaining and keep running!" Xenovia shouted after him as she slowly closed the gap between them. "If you don't work those legs faster then you'll become Durandal's next victim!"

Standing on the side-line were Ben, Asia and Koneko who watched as Xenovia ran after the poor dhampir. Ben had his hand running through his hair as he tried to reason why he let the former member of the church help train a vampire…especially when she revealed to him that she had always wanted to face off against one ever since she was a child.

"This may have been a mistake," he admitted with a heavy sigh. "It just looks like she's a vampire hunter; she's having _way_ too much fun with this."

"I think you're right," Asia agreed with a sigh of her own.

The two devils continued their game of cat and mouse for a few more minutes before Gasper fell over and glanced back up at Xenovia with a fearful expression on her face.

"Why do you have to be so mean to me?!" he whined fearfully.

"A healthy mind lives in a healthy body! You won't think I'm so mean when you're stronger," the azure-haired knight declared with a confident smile on her face.

"Gasper."

Gasper looked to his left to see Koneko standing before him. Ben cast a quick look to his left to see that the white-haired rook had vanished from his side.

' _She really can be quick and quiet when the situation calls for it,'_ Ben thought to himself as he looked back at Gasper. _'Though it's to be expected with what she is.'_

Koneko held her hand out to Gasper and Ben saw that she held two large cloves of garlic in her palm. "You'll feel better instantly if you eat one of these," she stated as she held her hand out to him.

"Are you insane?!" Gasper cried as he suddenly found some more energy in his legs and began running again, though this time he was running from Koneko instead of Xenovia.

"Now Koneko seems to be having fun training him," Asia sweatdropped.

Ben just facepalmed himself. "It just looks like she's bullying him."

"Hey guys," Saji called out as he rounded the corner of the building and walked over to Ben, Asia and Xenovia who joined them.

"Hey Saji," Ben muttered back in response with a sigh as he lowered his hand back down again. "How you doing?"

"Not bad. Heard from Sona that Rias let her 'dangerous' bishop so I thought I'd check thing out," the Sitri pawn explained before catching sight of Gasper as he ran for his life. "No way! _Another_ pretty blonde?"

"May be pretty but he's still a dude," Ben corrected and chuckled to himself as Saji fell to his hands and knees in despair.

"A dude?! Why have I been forsaken?!" he moaned despairingly as Ben knelt down and patted his shoulder.

"I know what you're going through. Believe me, I was taken off guard by his choice of clothing," Ben added as he looked back at the fleeing dhampir.

"Well, well, well. Don't tell me the servants of the devil kings have all come out to play together; that would be just too sweet," a familiar voice called out from the bushes.

"Hey there, Azazel," Ben greeted as he turned around to look at the Governor-General of the Fallen Angels to see him wearing a dull brown yukata.

"Ahh, hello there, devil boy...oh, I'm sorry. I mean Dragon All-father," he replied with a smirk.

"What happened 'Zazel'? You don't summon me anymore," Ben asked him with a knowing smile on his face.

Azazel chuckled deeply and shrugged his shoulders. "Well, I guess there's no point me doing that anymore since you know my true identity," Azazel replied with a hearty laugh.

"Wait a moment, Ben!" Saji asked with sight fear in his voice. "Are you saying that this guy is the leader of the Fallen Angels?!"

As he said this Xenovia and Koneko both took up combat positions before the middle-aged man though Ben shook his head slightly at their actions. "Come on you guys. There's no point trying to face him; there's no chance in hell that we'd be able to fight him…not to mention that it would go against the summit which is being held in a few days," Ben said calmly to the two of them as he continued to stare at the Governor-General. Saji also summoned his Sacred Gear as he glared at the man. "I doubt he's here to cause any trouble for us."

"He's right, you know," Azazel said as he glanced around at the devils which surrounded him. "Even if you all come at me at once, you'll never be able to beat me." He said, completely unfazed by the devils which surrounded him.

"What are you here for?" Ben asked with curiosity. "I didn't think the leader of the Fallen Angels would be interested in lower class devils."

"Normally you'd be right, dragon boy, but your group of devils are far from normal lower class devils," Azazel replied with a smirk.

"So what do you want?" Ben asked again, crossing his arms over his chest.

"I came to see that Holy-Devil sword guy. Is he around here somewhere?" Azazel asked innocently.

Ben shook his head. "He isn't here right now, sorry to break it to you," he said with a small smile. He knew exactly why Azazel would want to see Kiba; his Sacred Gear. It was the exact same reason that Rias had taken him to see her brother.

"Urgh, is that so?" Azazel moaned with disappointment clear in his voice. He turned to leave but stopped when he spotted Gasper hiding behind a tree. "Hey, adorable little vampire." He stroked his beard as Gasper peered around the tree. "Hmm, so you have Forbidden Balor View? Rias really does have an interesting peerage, doesn't she? I hope you realise that this kind of Sacred Gear can be very dangerous if the user isn't able to control it properly.

"Why's he telling us this?" Saji muttered under his breath though Azazel still heard him easily and turned towards the Sitri Pawn.

"Oh, so you possess the Black Dragon Pulse Absorption Line? If you want to listen to my opinion, you should use your Gear on the vampire kid to take away all the extra power that he can't control. It should make it easier for him to control it." He shrugged his shoulders nonchalantly. "That's just my opinion though, you are free to completely ignore it if you wish."

"What?!" Saji gasped with shock as he looked down at his Gear. "Are you saying that I can take away other people's power?!"

"Of course you can. You didn't know that?" Azazel asked with disbelief. "You possess the Evil Black Dragon Vritra, the Prison Dragon and one of the Five Great Dragon Kings. When you connect the line to something else you take their power away and scatter it."

"Of course there's another way to help the vampire kid control his Sacred Gear," Azazel continued. "You could always drink the blood of the Dragon All-Father. When a vampire drinks blood, they gain power which would be beneficial in your case."

"Thanks for the advice but why are you helping us?" Ben asked with confusion. The last thing that he expected from the Governor-General was for him to help out a group of lower-class devils with their Sacred Gears…even if they were extremely rare kinds.

"What can I say? I'm just really interested in Sacred Gears," Azazel replied innocently, the smile on his face broadening slightly before turning his back on them and heading back into the wood. "Feel free to completely ignore my advice if you wish but they're the best options you've if you want to help the little vampire boy."

Everyone watched in silence as the leader of the Fallen Angels walked away from them, but before he disappeared into the vegetation Ben stepped forward and called for Azazel to stop.

"Before you go, I've just got one question to ask you," Ben asked as he stepped forward a step. "I never got the chance to ask you before: Why did you try and keep your identity hidden from me? I knew who you were because of Azmuth but still…."

"Oh, that," Azazel muttered off-handedly as he stopped in his tracks and glanced over his shoulder at Ben with a neutral look on his face before shrugging his shoulders. "Heh, it's just something that I do," he replied before departing the clearing and disappearing.

* * *

"Okay Gasper, are you ready for this?" Ben asked from the other side of the clearing as he played with the basketball in his hands.

Almost immediately after Azazel left them, Ben was struck by an idea which he thought could help with Gasper's training but they would require Saji to help him pull it off successfully.

Thankfully this proved to be no issue to the Sitri Pawn who was more than happy to help them out…particularly when it meant that he would be able to get to understand his Sacred Gear and the new abilities he had been told about by Azazel. Koneko and Xenovia headed off to the gym after Ben explained the plan to them and came back with a crate full of basketballs and placed them in front of Ben.

He now stood, along with the rest of Rias' peerage stood opposite the young vampire who stood with his back to the old school building facing them with a look that told Ben that he would rather be anywhere else than where he was right now. Saji was standing on the side between Gasper and Ben and had a line connecting his Sacred Gear to Gasper's forehead.

"I-I guess so," Gasper whined as he prepared to stop the basketball before it hit him in the face.

"Saji. Can you take some of his power away, please?" Ben asked as he prepared himself to throw the ball at the dhampir.

"Sure thing," Saji replied as he began to siphon off some of Gasper's power as Azazel had suggested. He still didn't fully trust the Fallen Angel (He didn't exactly have the best relationships with Fallen Angels so far) but Ben didn't have any reason to believe that Azazel had any serious alternative reason for helping them. Even if he did, this was perhaps the best chance they had at helping Gasper control his power. He knew what it was like to lose control of his power and he didn't want Gasper to suffer anymore.

As his power was taken away, Gasper released a particularly feminine moan which made Ben feel a little weird but he quickly rushed that aside and raised the ball in front of him. "Alright Gasper, here comes the ball!" he declared as he pulled his arm back and threw the ball towards Gasper, hoping that the young dhampir would stop it before it hit him in the face.

During gym class when he lived in America his face had been at the receiving end of far too many basketballs for him not to wince at the thought of it happening to him again or to anyone else.

Although this fear was present in his mind, it was unfounded as Gasper appeared to disappear before their eyes just as the ball was about to hit him in the face.

"Well that wasn't really what we were trying to accomplish here but I suppose that's one way to avoid being hit," Ben noted as he followed the line from Saji's Gear along the clearing towards Gasper who was being dragged out of the bushes by Koneko with ease and dropped back in his original spot.

"There's no point in running," she muttered emotionlessly which only seemed to make her statement that more scary.

"He's still got way too much power for him to handle," Ben muttered to himself before looking over at Saji again. "Think you can take a little more power from him?"

"Sure I can," the Sitri Pawn replied enthusiastically as he siphoned off even more power from Gasper who moaned again as his power was taken away.

"Thanks for doing this, Saji," Ben said sincerely as he cast a quick glance at his left arm. "I'd be more than willing to do it myself but I don't have anything I can transform into which can take away another person's power yet."

"Hey, don't sweat it, Ben, it's no problem. It gives me the opportunity to understand my Sacred Gear better," Saji replied, waving off Ben's thanks.

"Yeah, but I wish there was more I could do," Ben muttered before he remembered the second thing Azazel had suggested.

His blood.

"Hey Gasper," Ben called out to the blonde-haired first year who looked up at him with teary eyes. "Would you prefer to see what would happen if you drank some of my blood? I don't mind giving you a little if it can help you out."

"N-N-No way!" Gasper exclaimed with a furious shake of his head. "The whole idea of drinking blood freaks me out! I can't stand the taste of blood!"

"What! Really?!" Ben asked with amazement, totally taken off guard by Gasper's statement. "I don't think I've ever heard of a vampire who can't stand the taste of blood."

"I can't help it! I feel like I puking whenever I even smell blood!" Gasper wailed.

"He's the worst vampire ever," Koneko muttered in her usual, straight-to-the-point tone which only seemed to make the young dhampir worse.

"Ahhhhhhhhhhh! Why are you being so mean to me, Koneko?!" Gasper whined in a shrill voice as he fell to his knees and wailed in such a high pitch that Ben winced as the shrill whine pierced his enhanced ears.

"That shrill is running right through me,"he muttered with a pained expression on his face as he looked at the wailing dhampir.

"This is going to be a long training session," he said under his breath before trying to get Gasper back to his training.

* * *

A few hours later

They continued Gasper's training for the rest of the afternoon and partway into the evening before Gasper couldn't take it anymore. He had become increasingly more stressed as the training carried on. This, in turn, made him even more incapable of controlling his Gear and resulted in him freezing Ben and the others nearly every time Ben threw the ball and wailing out apology after apology to them.

Without any prior warning, the young dhampir simply escaped them and barricaded himself back in his room and wouldn't allow anyone to enter the room and the only sound they could hear coming from within the room was his muffled sobs.

Knowing that they wouldn't be able to do anymore training for the time being, Ben thanked Saji again for his help before he had to leave before Sona became angry that he hadn't shown up to report to the student council for some time. Once he had left, Ben also waved Asia, Xenovia and Koneko off, stating that he would stay behind to see what could be done. Asia had tried to argue with him but he argued that she should head home and tell his parents that he may be late home tonight.

Once she had grudgingly agreed to his request and left with the other two, Ben phoned Rias and explained the situation to her. The two of them now stood in front of the doors to Gasper's room where the muffled sobs could still be heard.

"I'm sorry again for causing you all this trouble," Ben said, apologising for the second time as he glanced at Rias, the sobbing from within the room still resonating through him, reminding him of his failure to help Gasper. "I thought I was helping Gasper control his power but I only seemed to make things worse for the poor guy."

"Don't worry. I'm grateful that you're going so far to help Gasper out. You and the others, even Saji. It's not your fault that Gasper's like this," Rias said sadly as she crossed her arms under her breasts. "There's only so much you can do for him when you understand what he went through before he joined us."

"What do you mean? What happened to him?" Ben asked, eager to discover the root of Gasper's fear of social interaction.

"Gasper's father is the head of a noble family of vampires but since his mother was a human mistress of his, Gasper isn't a pure-blooded vampire," Rias explained. "You think that Devils are obsessed with pedigree? That's nothing compared with how concerned vampires are for it. As a result of this, Gasper was both shunned by the vampires, even his own family, and by the humans who treated him like a monster. That's enough to scare anybody, but when you consider his Balor View…."

"I see," Ben muttered understandingly as he struggled to picture what Gasper had gone through before he became a devil.

"He isn't simply feared because of his power, he's outright loathed," Rias continued with a sad expression. "It's impossible to know what happens to you when you've been frozen and nobody likes that feeling of vulnerability nor being anywhere near someone who can do that."

"I wish I couldn't do it."

The two of them were distracted by the sudden voice which came from within the room before them.

"Gasper?" Ben asked softly.

"I-I-I wish I didn't have this s-s-stupid power!" Gasper sniffed. "I hate this power just as much as everyone else! My friends freeze right in front of me and there's nothing I can to stop myself from doing it."

"I'm a failure as a king. What kind of king would let someone under their care suffer so much because they are incapable of doing anything to help them," Rias muttered under her breath, ashamed at herself for being totally helpless in helping her precious Gasper when he needed it the most.

"Don't be so hard on yourself, Rias," Ben retorted as he thought of a way in which he could help Gasper again. When only a single idea came to the forefront of his mind he resolved to follow it through until a better one came along.

"Let me handle this, Rias. Please," he said to the crimson-haired heiress who looked him with mild surprise on her face. "It's my fault that Gasper is like this now and I want to do whatever I can to rectify my mistake. I promise I'll sort everything out."

Rias looked at him in silence for a second before she smiled warmly at him and embraced him in a warm hug, resting her head in the crook of his neck on his left side. "I know you'll find a way to help him. Thank you, Ben."

"It's no problem," Ben replied softly as he wrapped his own arms around Rias' waist and gave her a soft squeeze of reassurance to which she replied with a quick kiss on the cheek before she broke apart from their hug and disappeared in a crimson circle where she would be transported back to the meeting she had been taken away from after Ben had called her.

With her gone, Ben turned back towards Gasper's room where he could still hear the muffled sobbing from the dhampir within and held a determined expression on his face.

"Alright Gasper," he said to the wooden doors as he sat down in front of them and crossed his arms over his chest. "I'm not moving from this spot until you come out. If I can spend an entire day hiding from a pissed off sister who wanted to use me for sparring practice then I can do this, no problem."

* * *

(Much later)

"Fucking pigs! Why won't you just fucking pop already?!" the shape-shifting devil growled under his breath as he restarted the level he had been stuck on for the last hour for the umpteenth time. When he failed to complete it again he aptly closed the app on his phone in frustration and glanced at the time, surprised to see that it was nearly ten o'clock.

He had been sitting there for nearly two hours in his battle of endurance with the young dhampir who he could still hear sobbing behind the wooden door…though it was a lot more muffled than it was an hour ago.

He had phoned Asia not long after he had initially sat down to let her know that he would be back home a little later than usual. She had been completely understanding and had wished him luck in helping Gasper as had Koneko and Xenovia who he learned were with her before hanging up, leaving Ben with his arduous task.

"Gotta hand it to ya, Gasper," he muttered as he glanced around to look at the wooden door he was now leaning against. "I didn't think we'd still be here after two hours."

He chuckled, more to himself than anything as Gasper gave no indication that he had heard what Ben had just said. He just sighed at this and rested the back of his head against the door again and listened to Gasper's continued sobs of misery.

After a few minutes of muffled sobs, Ben decided to try a different approach.

"Is it because of your Gear? Is that why you're so scared? Or are you scared of us too?" he asked quietly, trying his best to see the world through Gasper's eyes. It was hard to do so, mainly because he couldn't imagine what sort of life he had lived before becoming part of Rias' peerage. From what Rias had described, it was an extremely hard life – to be rejected from both races he came from simply because he was born as a hybrid between the two.

He glanced down at his hands and turned them over so he was looking at his palms. "I've got two dragons in me…and not just any two dragons. The Dragon God of Life and Red Dragon Emperor; two of the strongest beings in the world. I never had a life like you or Kiba before this; I was just a simple high school student before I was murdered and had my eyes opened to this world."

Silence fell on the dhampir's room as Ben continued.

"If I'm being perfectly honest, I'm scared out of my mind with the power I now wield. Sure it seems cool to be able to transform into different creatures entirely, but I feel as though I lose a little bit of who I am whenever I do so. Azmuth says it's got something to do with me becoming an alpha being with his power seeping into my very being. I'm the first wielder of his Gear in history so it's completely unknown as to what it'll do to my body over the years, but the changes that I'm already undergoing are tough enough to overcome and control on their own."

"But even with all that I have no intention of letting fear rule my life," he added as he clenched his hands into fists.

"Aren't you scared though? Scared of losing the things you care about the most because of your power," Gasper's voice asked from inside his dark room.

"Are you kidding? I'm absolutely terrified of that happening," Ben admitted with a grim expression on his face.

"Then how can you keep going?" Gasper asked with curiosity.

Ben sighed deeply and looked out of the window in the darkened hallway and up at the star-lit night sky. "Because I've seen what happens if I let this power control me. When the Fallen Angel, Raynare, pulled out Asia's Gear and killed her I completely lost control of myself and almost brought the entire church down on top of me and everyone else. It was only because of Rias that I was able to return to my senses in time to prevent that from happening."

"And then there was the Rating Game against Riser and his peerage. I was forced to watch as my friends fell one by one until only I remained. I let my anger get the better of me and my transformation lost control and went on a rampage. Because I let myself lose control of my transformation I returned into my normal form, extremely weak and weary. It was only because of Rias forfeiting the match that saved me from Riser's wrath.

"I heard about that fight," Gasper said quietly, slightly surprising Ben as he hadn't heard the door being opened and the young dhampir staring back at him through the small gap. "I'm sorry I wasn't able to help out. I was locked in here at the time."

"I don't blame you for what happened," Ben replied, a small, comforting, smile forming on his face. "You had your reasons. Anyway, it'll be different from now on."

"Perhaps," Gasper said, not really believing his own words. "But I'll only bother everyone and get in their way."

Ben chuckled lightly. "I don't want to speak for the others but I can definitely say that you don't bother me. You still think you can do that after I just told you what I'm going through; being frozen in place for a few seconds has got nothing on your entire body being altered into a completely different species altogether."

Gasper pushed the door open further and crawled out slightly, a stuffed, black, rabbit held to his chest by his left arm. "Do you really mean it?" he asked, wide-eyed.

"Of course I do. All you need to do is learn to control your power and not let _it_ control you. As your friend and comrade, I'll do everything in my power to help you do that. And if there's anything that scares you then I'll blow that bastard away.

Gasper looked at Ben with an expression akin to awe before turning away and his expression returning to one of worry and sadness. "I don't know if I can do that. I've never been able to control my power."

The shape-shifting devil hummed in thought as he brain-stormed several ideas in which to help Gasper and soon remembered something from his conversation with Azazel a few hours ago.

"Well what about drinking some of my blood?"

Gasper's gaze quickly returned back to Ben's, his eyes wide though this time with shock and horror.

"I know you said that you don't like the taste of blood but if what Azazel said is true then it could help you control your power," Ben suggested even as Gasper began to frantically shake his head.

"No, no, no, no! There's no way I can do that! I can't stand drinking blood from living things; it takes me everything I've got just to drink blood from transfusions every now and then. It's just too scary thinking about it. What if Azazel is wrong? What if it makes my power worse? I already hate this stupid power of mine but if something made it even worse, I don't know what I would do."

"You really hate your power that much, huh?" Ben asked to which Gasper responded with a despondent nod of his head. "That's kinda weird because I'm jealous of what you can do. For as long as I can remember that was the superpower I always wanted when I was a kid."

"Really?" Gasper asked with shock in his voice.

"Yeah it is," Ben replied sincerely as he held up his left hand and glanced at it. "I haven't found a form which can do something like that…yet, but I'm always hoping that I'll find something with that power."

"No one's ever said they were jealous of my power before, nor even have a good reason for it. For some reason hearing you say all that makes me feel a lot better. I've believed for my entire life that I needed to hate this power of mine," Gasper muttered.

"You only need to hate it if you let it control you," Ben replied firmly, standing up on his feet with Gasper joining him. "You need to accept that you're stuck with your Sacred Gear for the rest of your life and that you can't just ignore it. The problem won't just go away because you want it to. You need to learn to control your power or you'll be afraid of it for your entire life and I'll do everything in my power to make sure that that doesn't happen."

"Thanks, Ben. I don't know why but hearing you say all that makes me feel courageous. Hearing that you're brave when you've such a power makes me brave too."

Ben placed a hand on Gasper's shoulder and smiled down at him warmly. "I promise I'll do everything I can to ensure you can control your power. Now that that's been decided let's talk about something more pleasant. I know; I could tell you more about the forms I can transform into."

"Wow, really?!" Gasper asked with excitement in his eyes, causing Ben to chuckle as he entered Gasper's room with the young dhampir and sat down on some cushions.

"Yes really. You've been locked in this room for a long time. You've probably never been to the Underworld, have you," he guessed and was rewarded with a small shake of the head. "In that case I'll tell you all about my different forms."

* * *

"Wow, you really burst in on the engagement party with that?!" Gasper asked with amazement as he gazed at the revolving hologram of Ben's Vaxasaurian form on his green gauntlet. "And you can really grow that tall when in that form?"

"Sure can. It certainly caused everyone a fright when I burst through the wall, literally crashing the party. Well…everyone that is except for Rias and the others; they seemed to know it was me immediately."

"Wow, that's incredible," Gasper exclaimed with amazement.

"It sure is," Ben said in agreement before he noticed that, sometime during their conversation, Gasper had returned back into the box he hid in when he was last outside of his room. "You still prefer sitting in your box when talking to others, huh?"

"Yeah," Gasper replied sheepishly. "But don't take it personally, I didn't close the top, did I?"

"No but…," Ben muttered, unsure how to respond to Gasper's statement. It wasn't as if there would always be a situation where he could hide in a box if he was to come out of his room. He thought of ways in which to solve both the issue of Gasper's fear of talking to other people without resorting to him hiding in a box when he was suddenly struck by a memory of something Asia had said to him some time ago.

" _I'm not particularly good at speaking to people face to face but I have no problem with talking to them over the phone. I think that it's easier for me to talk to people if my face isn't seen, that's all."_

"" _If my face isn't seen,""_ Benrepeated quietly to himself as he glanced around the room. His eyes suddenly zeroed in on a brown paper bag resting on the side table behind him.

"If you don't like talking to people face-to-face then how about…," he asked as he reached over and picked it up, tearing out two crude holes in the bag to serve as eye holes. "…this," he said as he placed the impromptu mask over the young dhampir's head.

"There you go. How does that feel? Better?" Ben asked as Gasper stood up in shock at his abrupt action, leaping out of his cardboard box and landing in the centre of the room.

"I-I don't know," Gasper replied as he looked around his room. "I guess it feels better. Does it suit me?"

"Ehhhh, well…," Ben began to say though unsure of exactly how to respond to the dhampir's question. "I guess it's got a certain charm to it," he said as Gasper turned around to reveal a red glint from his eyes peering at him through the two slits.

"You really think so? I do feel a bit better," Gasper admitted as he began to walk around his room in a manner similar to a sluggish zombie. "Maybe if I wear this I'll get a better reputation as a vampire."

' _Let's not get ahead of ourselves,'_ Ben said in his head as he watched Gasper continue to walk around the room like a zombie.

* * *

(The next day, after school)

As Ben reached the foot of the stone steps which led up to the local shrine he recalled back to earlier at school during the lunch break when he was approached by Akeno and Rias in the main atrium and asked him to meet up with them at the local shrine after school.

Well, it was more like Akeno asked him to come. Rias had told him that she would join up with them once she had finished her work for the upcoming summit.

"I wonder why they wanted to meet me all the way out here," he asked himself as he began to climb the stone steps, casting a quick glance behind himself to see just how far from the town centre he was. "What's so important that it couldn't take place in the clubroom?"

"Hello, Ben."

Ben looked further up the steps to see Akeno waiting for him around halfway up. She had ditched her usual attire of the Kuoh Academy uniform for the girls and was now dressed in a shrine maiden's outfit.

"Oh, hi Akeno," he called up to her as he continued to climb the steps.

"Thanks for coming," she said pleasantly as she waited for him to join her. "I know it's unusual and I apologise for the sudden invitation.

"It's no problem at all," Ben said as he joined her and followed after her as she began to climb the rest of the steps to the shrine entrance. "I'm just a bit confused as to why we're meeting all the way out here.

Before long they reached the top of the steps and reached the tall archway which signified the entrance to the shrine.

"Are we allowed in here?" Ben asked with curiosity as he glanced up at the archway. He remembered that devils received damage whenever they entered grounds which belonged to the church…including shrines.

Akeno chuckled sweetly and crossed over the line and turned back to him with a cute smile on her face. "It's quite safe. We have a special agreement behind the scenes which allows devils to enter without being hurt."

"Is that so?" Ben asked as he, too, crossed over the line and came to stand next to Akeno whose cute smile still adorned her face.

"Yes, it is so," she repeated with a light chuckle.

"So this is him?" an angelic voice said, seemingly from all around them. "This is the human who possesses both the Red Dragon Emperor and Azmuth?"

Just as Ben was about to ask where the voice was coming from, a golden light shone above the two devils and forced him to cover his eyes from the light's brightness. When the light dissipated he took his hand away to see a young man hovering above him. He was adorned in a magnificent white robe which seemed to glimmer with a brilliant light but the two things which caught Ben's attention was the gold halo which floated above the young man's head which told him that he was in the presence of an Angel and the fact that this Angel had no less than twelve gold wings protruding out of the young man's back, Ben knew that he was also in the presence of an Angel of extreme importance.

His deduction was proven right when the Angel spoke again with a warm smile on his face. "It is a pleasure to finally meet you, Benjamin Tennyson. I am Michael, leader of the Angels," the Angel introduced himself as he held out his hand for a handshake.

Ben quickly overcame his complete and total shock at seeing the chief of the Angels standing before him and took Michael's hand and shook it politely. "I-It's good to meet you as well," he said in greeting, unable to think of anything else to say.

* * *

Once the introductions had been made, the two devils and the angel made their way into the main shrine building and Ben now found himself sitting down in front of Michael while Akeno was sat in between them on the side and smiling sweetly at Ben who was still coming to terms that he was sitting before the leader of all Angels.

"As you are no doubt aware, Benjamin..."

"Please just call me Ben your Angelness," Ben pleaded, unsure how to correctly address the Angel.

"My apologies," Michael said before starting again. "As you already know, Ben, a summit is being held between the three factions and it was decided that gifts would be presented as a gesture of goodwill. Myself and the other Seraphs decided to take this opportunity to not only present you with a gift as a gesture of goodwill but to also return something which rightfully belongs to the dragon which dwells within your left arm."

"Something which belonged to Azmuth?" Ben repeated with curiosity, looking down at his left arm and wondering just what Michael was talking about.

He was distracted when he felt an eerily familiar tingle wash over him; a tingle he instantly recognised as one he felt whenever a holy sword was nearby. He had felt exactly like this when Excalibur or Durandal were near him.

His suspicions were proven right when a golden light, not completely dissimilar to the golden which Michael emitted when he arrived, lit up the entire room for a brief second before dissipating to reveal, in its place, a sword. It looked to be incredibly sharp as all holy swords were, a reddish-purple grip with a gleaming emerald acting as the blade's pommel, and a golden hilt with a guard which closely resembled dragon claws.

However, unlike the other holy swords he had come across in the past, he got a sense of unease from his right arm which was surprising as he didn't get the same feeling from Azmuth.

 _ **[Hey, Azmuth. Is that what I think it is?]**_ Ddraig asked the emerald dragon in Ben's head.

 _ **[Indeed it is, though I never imagined I would ever lay eyes on it again,]**_ Azmuth said in response.

Ben was about to ask them what it was but Michael answered his question before he could ask it.

"Behold, young one. This is the Holy Sword Ascalon, though it was known by another name: The Dragon Slayer. It is the same sword used by St George."

"T-The same s-sword as St George?!" Ben asked, rooted on the spot by how shocked he was hearing. His eyes stared, wide-eyed, at the sword before him, the same sword George used to slay dragons.

"The very one," Michael confirmed with a smile at seeing Ben's reaction. "Though the supernatural world knew of its title, it was due to George's actions that revealed it to the human world. It used to be held by the church for safety but it had to be taken under our protection in the archives of Heaven when a secret order who used to worship George and serve him tried to steal it after his death to enact their own, bloody, agendas. This, we couldn't allow so we retrieved the sword and kept it safe until where we entrust its power to you, Ben."

Ben stood up and slowly approached the sword, the intense holy aura surrounding it insanely strong from his closeness to it though it wasn't anywhere near as unsettling to be around than Excalibur or Durandal.

"I don't know what to say," he muttered as he drew closer to the sword. "I guess the only thing I can say is thank you for this incredible gift."

Akeno chuckled behind her sleeve while a warm smile formed on Michael's face. Ben looked between them with confusion written on his face. "What? Did I say something wrong?" he asked them.

"No, you didn't," Akeno said with a bright smile on her face.

Ben turned his gaze back towards Michael in hope of getting some answers.

"You misunderstand, Ben," the leader of the Angels said, his smile never leaving his face. "This wasn't the gift we intend to give you. This is the item we intended to return to its rightful owner: Azmuth."

"What?!" Ben exclaimed with shock. He wasn't sure how many more surprises of such magnitude he had in him today. He brought up his left arm and looked down at it. "Did this sword once belong to you, Azmuth?!"

 **[Of course it did. I created it after all,]** Azmuth stated as though it were common knowledge.

"It's an honour to hear your voice after so long, Azmuth," Michael said with a small nod of his head in Azmuth's direction.

 **[I suppose it has been a while since we last spoke, hasn't it,]** the emerald dragon replied with as much politeness as Ben had ever heard from the stubborn dragon for as long as he had known him.

"Wait a minute here. Can we back up a bit?" Ben interrupted, doing his best to stay calm after hearing such news. "Why did you create a sword which was specifically designed to kill your own creations?"

 **[Because God didn't appreciate how my creations fit into the plan he envisioned for his world. Though they mainly live in the Underworld, dragons used to live in the mortal world and that didn't sit well with God. As a way to appease Him I gave one of my fangs which gave shape to the sword you see before you and one of my scales for which to give the sword the power it needed to cleave through the scales of any dragon I created. He, in return, imbued it with the properties of a holy sword and promised not to use His power or His Angels to destroy my creations unless one of them posed a threat to his favourite creation: Humanity.]**

"It was one such dragon who went by the name of Yamata no Orochi; an Evil Dragon who didn't take the threat of Ascalon seriously. The sword was gifted to George, as God created the sword so that only a human could wield the sword, who then slew the Evil Dragon with the help of Angels after Yamata went on a vicious rampage through the mortal world leaving thousands of humans dead in its aftermath," Michael explained, his expression changing to one of complete seriousness.

Silence fell on the shrine building as Ben took in everything that he had been told by the told millennia-old beings. The silence was eventually broken by Michael.

"Do you think you will be able to assimilate it into your Transformation Gear?" he asked.

 **[No. It won't be possible for Ascalon to join with my Gear,]** Azmuth stated with nearly no hesitation.

"What? Why not?" Ben asked the ancient dragon in his left hand. "You created the sword so why can't you take it into your Gear?"

 **[Because…,]** Azmuth grumbled, clearly irritated by Ben's tone but continued regardless. **[…I was sincere in appeasing God and worked together with Him to make it impossible for the power of Ascalon to return to me in any way. I understood that my creations, while beautiful, powerful and majestic, could still be serious trouble if they turned against His creation and agreed that a countermeasure was needed to protect His creations from their power.]**

"What can we do then if you can't assimilate Ascalon?" Ben asked, completely at a loss.

 **[What about if you assimilated it into my Gear?]** Ddraig asked suddenly.

"Well Azmuth, would it work?" Ben asked when the dragon in question didn't answer Ddraig's question immediately.

 **[If you want me to be perfectly honest, I don't know. The work that God and I put into making this sword made it the ultimate tool for slaying dragons. The only beings who were immune from the power Ascalon possessed was myself and the other Dragon Gods as they were simply too powerful for the blade to cause any real damage to them. I honestly have no idea what would happen if it were to be combined with Ddraig's Gear,]** the ancient dragon explained after a moment of silence as he thought about the possibilities.

"We'll never know for certain if we don't try," Ben retorted as he summoned his Boosted Gear and held it up in front of him as he glanced at the sword with a determined expression on his face. "Alright, Ddraig, how do I assimilate Ascalon into your Gear?"

 **[It's all down to you, young one,]** Azmuth stated, knowing that Ben was determined to go through with such an unheard-of feat. **[A Sacred Gear is designed to follow the will of its host.]**

 **[If assimilating Ascalon into my Gear is what you want then it is possible,]** Ddraig added from within the depths of his Gear.

"Alright then," Ben said as he took hold of the sword's hilt and immediately felt a tingling sensation run through his right hand and up his arm.

 **[Focus all of your thoughts on the Sacred Gear. Match your wavelengths to the sword and then it should work,]** Azmuth explained as Ben's grip on the sword subconsciously tightened as he did what the ancient dragon instructed.

As he did so, the sword emitted a brilliant golden light while the Boosted Gear began to emit a deep crimson colour. The two colours met and began to surround both him and the sword with a combination of the two colours. The light continued to grow and intensify until, soon enough, the light had grown to completely surround Ben who was grunting in pain as two things which were never intended to be combined together were being combined together.

The light eventually died down to reveal a sight which took both Akeno and Michael by complete surprise.

Standing before them was Ben who was still holding the blade in his right hand but that wasn't what had surprised them and Ben. What had shocked them was the fact that Ben was now standing before them in a large suit of crimson armour. The armour gave the appearance that Ben had grown another foot in height while, at the same time, it appeared as though he had bulked up considerably with how the armour took shape. His entire body appeared to be covered in the crimson scales which covered Ddraig's body except for his left hand which still held the appearance of Azmuth's Gear though that was because it no longer fully belonged to Ben anymore. Draping from behind his back appeared to be a magnificent cloak with the same crimson armour etched along its edge.

"This…is…incredible!" Ben gasped from behind his crimson helmet as he looked down at his body and felt the armour with his free hand. This was the last thing he had ever expected to happen when he assimilated Ascalon into his Gear. "How is this possible?"

 **[I don't know. All I can say is that Sacred Gears are still extremely mysterious objects; only God knew all their secrets and He only told me part of them in the last years before I was sealed and He died,]** Azmuth conceded as Ben felt his poorly hidden fascination for what had just happened.

* * *

When Ben had managed to give his new armour a brief examination, he sent Ascalon back into his Boosted Gear. This also caused his armour to disappear in a sparkle of crimson light and reveal his normal appearance. Once he had done so, Michael attracted his attention once again.

"Now that I have returned Ascalon back to its creator, I have a gift to present to you, Ben Tennyson," the Archangel said warmly, his demeanour having returned back into what it was originally.

' _Oh yeah, I almost forgot about that,'_ Ben thought to himself having almost completely forgetting that the sword he now possessed wasn't the actual gift Michael intended to give him.

"We have heard of how you are able to take on the form of different creatures thanks to Azmuth's Sacred Gear and how you can become new forms by simply touching something which contained that form's DNA. Is this true?" Michael asked warmly.

"Yeah, that's right," Ben replied, thinking back to how he had first discovered he could do that when he had touched the Polymorph back in the Familiar forest and later saw that it had been added to his selection of transformations.

"In that case, may we offer you another specimen for you to add to your Gear in the hopes that, as long as you live, the being will never be forgotten or disappear from history," Michael continued as he pulled a small, rectangular, ornately decorated box from within his white robes, opened the lid and presented it to Ben who peered inside the box and was met with confusion at what he was looking at.

It appeared to be a piece of crimson metal. He first thought it looked similar to the crimson colour of his Boosted Gear but disregarded that when he saw that it was actually a lighter, more rich shade of red than Ddraig's scales.

"It's beautiful…," Ben stated as he looked down at the metal shard lying within the box, "…but what is it?"

"It's the last surviving piece of a To'kustar in existence," Michael revealed. "Before the creation of the Earth, Heavens and Angels these ancient warriors guarded the edges of reality and held back the darkness which constantly tried to snuff out the light of creation. It is known to a very select few as to what happened to them but what we know for certain is that something happened many millennia ago which caused them all to disappear leaving no trace of their existence behind except for this scale as far as we know."

"It is our hope that, should it be possible for you to take a sample of its DNA, one day you would reveal the majestic form of a To'kustar to this world once more."

" _Is it possible? Can you accept the DNA from that scale, Azmuth?"_ Ben asked the ancient dragon within his mind.

 _ **[In theory…yes, it'll be possible for you to become a To'kustar. However, you are still a long way from attempting such a feat, young one. They were extremely powerful creatures when they existed in this plain of existence; easily more powerful than any of the three factions except perhaps God though they were incredibly close in terms of power. It will take a long time before you should even think about trying such a transformation,]**_ Azmuth said in response to Ben's question.

 _ **[You should still accept the DNA though,]**_ Ddraig stated, cutting into their conversation and bringing Ben back to the present.

He approached Michael and stopped in front of him before picking up the red, metallic scale with his left hand. As soon as his hand made contact with the metallic scale, Ben felt a surge of energy enter his left hand, completely different to the other times he had touched a new species and copied its DNA into his transformation collection. The surge lasted little more than two seconds but it still surprised him.

Once Azmuth had informed him that he had successfully taken in the DNA from the scale, Ben placed it back in the box and Michael closed the lid and placed the box back inside his robes.

"And now I must take my leave. There is still some work to do before the summit tomorrow," the Archangel stated as he began to rise into the air and return back to heaven.

Before he did so, however, Ben attracted his attention.

"Before you go, Michael, there's something I'd like to ask you," he asked the archangel.

"I'm afraid I can't do that, child, but I promise that I'll hear you out at the earliest opportunity possible," Michael replied warmly.

Understanding where he was coming from and just how important the meeting tomorrow was, Ben nodded his head in acknowledgement and stepped away from the archangel who bid him and Akeno a final farewell before disappearing in the same golden light which brought him to the shrine in the first place.

* * *

"So that's why you wanted me to meet you at this shrine," Ben stated as he accepted a cup of Akeno's delicious tea.

The two of them were sitting at the table in the same building Michael had just left. As she was making the tea, Akeno had been explaining to him the had been part of a ceremony involving members of the three factions so that they could alter Ascalon and tailor its specifications to suit him, the main one being allowing a devil to wield a holy sword without receiving Light damage.

"That's right. We held the ceremony in this very room," the Gremory Queen revealed with a cute smile on her face as she sipped from her own cup of tea.

"Can I ask you a question, Akeno?" Ben asked after a short silence as they drank their tea.

"Of course, sweetie," Akeno replied, her smile remaining on her face.

"It's about the other day when we fought Kokabiel," Ben started and almost began to regret it immediately when Akeno's expression turned cloudy. "Is it true that you're Baraqiel's daughter?"

Akeno didn't reply instantly but when she did, Ben could tell she held absolutely no love for the man. "Yes it's true; he's my father. I'm the half-breed daughter of one of the leaders of the fallen angels and a human."

"My mother was a shrine maiden when she came across a fallen angel who had been seriously wounded in battle. She healed his injuries and the two of them fell in love and, sure enough, I was born from that love," Akeno explained as she stared at the table in front of her.

"I'm sorry," Ben said, ashamed, as he put his cup back down on the table and bowed his head to apologise for his personal question. "I had no right to ask you about that."

He couldn't see the expression she held on her face as he kept his head bowed in sorrow but he heard her return to her feet and then the familiar sound of wings unfurling. He opened his eyes and looked up, taking in a sharp breath when he looked up at Akeno to see that, instead of the two skeletal wings he had when he sprouted his wings, she had one skeletal wing of a devil and the black-feathered wing of a fallen angel.

"I know," Akeno said, her face turned away from Ben as she misinterpreted Ben's sharp intake of breath. "One wing from a fallen angel and one from a devil. The signs of my heritage which I try to hide from everyone. I hated my angel side so much that jumped at the chance to become a devil in the hopes that it could erase all trace of my fallen angel blood. But that wasn't to be as my fallen angel side is still a part of me. The result of my decision was a sad and disgusting mix between both types of wings. Who could think of a better way to showcase my impure lineage?"

The Gremory Queen span around to look directly at Ben who was staring wide-eyed up at her. "The truth is that I've wanted to tell you about this for a long time…but you hate fallen angels, don't you? Who wouldn't if they were in your position, especially seeing as they caused you and Asia so much pain. It isn't hard to imagine what you think of them," she said sadly with a sullen expression on her face.

"You're wrong."

Akeno looked at Ben who had stood up with wide eyes.

"Sure I hate Kokabiel for trying to destroy the town and that Raynare bitch for hurting me and Asia but that doesn't mean that I hate all fallen angels. It takes a person of extreme ignorance to judge an entire race by the actions of a few. I mean, look at Azazel. Sure he's a bit weird when you first meet him but that doesn't mean he's an asshole," he said with as much determination as he could muster.

He took a step towards the wide-eyed Akeno and gestured towards her fallen angel wing while asking "May I touch it?" to which she responded with a simple but weak nod of her head.

Ben placed his hands on the black feathered wing and was surprised with how soft it was. "Wow, it's so soft, it's like fur. I've never had the chance to feel one before because the last few angels I've met have tried to kill me but it's incredibly soft."

Akeno chuckled humourlessly. "You'd best be careful around me. Who knows; I could just be hiding my true self in a ploy to trick you into liking me before striking you when your guard is down.

Ben chuckled light-heartedly at Akeno's attempt to push him away from her. "There's no way you're going to get me to think you're a bad person. Take it from someone who's got parts of him fighting for dominance most of the time when I say that there's no way that you're a terrible person. Frankly it's bullshit and I simply refuse to hear you talk in that way about yourself."

Akeno gasped at his words but Ben continued on regardless.

"You can't push me away when you talk about your appearance. Hell, I turn into demons of all shapes and varying degrees of ugliness whenever we get into a fight and you don't think I'm a bad person, do you? Regardless of what you think of your lineage, I still see you as the same smart, strong, beautiful woman I have come to know."

He was interrupted from his little speech when he was suddenly tackled by Akeno in a tight embrace which sent the pair of them falling to the floor with a dull thud that knocked the wind out of Ben's chest.

"Oooof! You gotta give me a bit of a warning before you do something like that, Akeno." Ben gasped as he filled up his lungs with air again while the raven-haired devil continued in her tight embrace.

"I'm sorry," Akeno giggled as she held him tightly, ensuring that her large breasts which had escaped from her outfit were now pressing hard against his chest. "You said such sweet things; I did what any other girl would have done."

"I'm glad you've cheered up. Sorry to make you so worried," Ben told her as he wrapped his arms loosely around her waist which pleased Akeno immensely.

"I've made a decision," she whispered so close to his ear that her lips brushed against it, sending a shiver through Ben's body and a low growl to stir in the pit of his stomach.

"About what?" he asked slowly so as to remain in control of his emotions.

"Seeing as Rias and Asia's positions are secured, I'm fine with being your third," she explained as she pressed her body even closer to his, her large breasts pressing against his chest.

"Is that so?" Ben replied in a low, husky voice which excited Akeno even more than she already was with the position they were in. The deep breaths coming from only served to add to the fire.

"There's something else we need to discuss," Akeno whispered seductively into his ear which only drove him closer to the edge of reason. "You have to take responsibility for what you did to me the other day."

"Is that so?" Ben asked in a low growl, his lips brushing against Akeno's flawless neck and sending a shiver through her body. "And what exactly are you referring to?"

"I'm referring t-to what you did in c-changing room at the p-pool," Akeno gasped as she tried to retain her senses for as long as possible though that was becoming incredibly hard to do as she felt his hot breath against her neck and his arms slowly tighten around her waist.

"And what do you want me to do about it?" Ben growled, the last remaining part of his composure on the very edge of disappearing.

"I want you to tell me that I've been a bad girl! I'm such a naughty girl for thinking about such things and I need to be scolded!" she panted, her cheeks red from excitement at the thought of doing such perverted things with the man beneath her. Such thoughts were suddenly swept from her mind when she was suddenly pushed up off of Ben's chest and onto her back though she was instantly joined by Ben who appeared directly above her face, the same emerald colour as they had when they were in the changing rooms and it sent her crazy with perverted and sadistic thoughts which only became more intense at the next words to escape from Ben's mouth.

"You really are a piece of work, aren't you?" he growled deeply as he hovered directly above Akeno's flushed face. "You think you can tell _me_ what to do and won't be punished. I hate to break it to you, you little pervert, but I don't take orders from anyone when I'm like this! I give them!"

With that he brought his mouth crashing down on her neck and began to bite her neck, not in a way to break the skin and make her bleed, but in a way which caused Akeno to feel as though she were in paradise. Not content with just this action, Ben ran his right hand through Akeno's long locks of raven-black hair and pulled at it to push her head to the side and give him access to her smooth neck which he continued to bite down on and make her pant in excitement. While he was doing this, he ran his left hand down along her curvaceous breasts, along her flawless waist until he reached her backside where he proceeded to take hold of a cheek and squeeze it, taking immense pleasure in the erotic gasps and whines from the tortured devil below him who didn't seem in a hurry to end their 'embrace'.

"You are mine now! Do you understand?!" he growled as he continued to leave a trail of dark hickeys down Akeno's neck. Her answer came only in the form of a breathless gasp though that seemed to be enough for him as he continued to leave his mark on the submissive devil. When he reached her collarbone he ceased his relentless assault on her neck and brought his head back up to look into Akeno's eyes which had clouded over in her bliss and loss of sense and reason.

"Rias and Asia are my favourite!" he growled darkly, making sure that Akeno knew her place, while licking his lips hungrily. He hadn't nearly have enough of her yet. "But I'm sure there's a place for you somewhere…if you ask nicely."

"O-oh p-please," was all Akeno could say before her mouth was plundered by Ben's whose tongue began to wrestle hers into submission. She only gave the barest effort in fighting back against his tongue but that wasn't who she truly was and quickly gave in and let him dominate her mouth without resistance. This pleased him greatly and he increased the fierceness of the kiss further, his eyes never leaving Akeno's as she moaned in pleasure.

Their passionate embrace came to a stop when Ben felt a wave of negative energy wash over him and, after looking up, locked eyes with a red-faced Rias Gremory who was glaring daggers at him. Whether her red face was from anger, embarrassment or jealousy, Ben did not know but the way she was glaring at him told him that she wasn't in either of the latter moods at all.

"What's been going on here?" she demanded, her arms crossed under her large chest as she radiated with the crimson energy of her Power of Destruction. It was so intense that his senses returned to him, his eyes reverting back to their normal colour and stared back at Rias with a nervous expression on his face though he remained lying on top of Akeno with his hands where they were while the devil in question was lying underneath him and panting uncontrollably.

"Uh, hey Rias," he said nervously, the look in her eyes telling him that he was totally screwed. "H-How long have you been there?"

"Long enough," she replied sternly as she walked towards the two of them. When she reached them she reached down and, without any hesitation, took a firm hold of his left ear and pulled on it forcing him to sit up, grimacing in pain, until he had been removed from Akeno who was slowly coming back to her senses after Ben's assault.

"Ow, ow, ow! Please let go," he pleaded though Rias kept a firm hold of his ear and, in fact, took hold of his other ear and tilting his face until he was looking up at her, the crimson aura still surrounding her body though less than a few seconds ago.

"You're just an animal in heat, aren't you?" she asked him but continued speaking before he could give her an answer. "It doesn't matter. Did you get the sword and the gift?"

Ben was about to speak she twisted his ears which made him hiss in pain and revert to simply nodding his head in the affirmative which seemed to satisfy the crimson-haired heiress as she didn't twist his ears again.

"And Michael? Has he returned back to Heaven?" she asked him next.

Ben was about to say "Yes" but remembered what happened when he last tried to speak and simply nodded his head again.

"Good. Then that means there's no further need for you to be here. Let's get going," Rias ordered as she let go of one of his ears and pulled him towards the door she had just come through.

"There's no need to be so rough," Akeno said with a smile at Rias who turned back to look at her.

"You're just as bad. I told you that I would be a little late and you decided to make a move on _my_ Ben? I can't leave you alone with him," she said with a neutral expression.

"You don't need to be jealous, you know? He said himself that you're his favourite," Akeno retorted, her smile never leaving her still-flushed cheeks.

The reddening of Rias' cheeks along with the faint smirk on her face was all that was needed to tell Akeno that Rias had stumbled across them earlier than she would ever admit and that fact alone was enough for Akeno to chuckle to herself as Rias pulled Ben away from the shrine and back down the stone steps as the slowly sinking sun marked the end of the last day before the summit between the three factions took place.

 **. . . . . . . . . . . . . . . . . . . . .**

 **A/N: I hope this chapter has been enough for you to forgive me for not releasing it sooner.**

 **As you may know, the next chapter will be the official start of the summit between the three factions. One of my favourite arcs of the series so far, there'll be much more new additions to my story as well as the introduction of a familiar enemy from the original cartoon into the DxD universe with its own history and origins.**

 **I aim for the next chapter to be released in two weeks as per my previous schedule but if it doesn't appear, I want you all to know that I won't abandon this story, I enjoy writing it too much to do that.**

 **. . . . .**

 **Reviews**

 **K07IN:** **Thank you for the support. I was able to see your review while I was revising and I appreciate it a lot. I hope you enjoyed this chapter.**

 **Guest:** **I'm sorry that it was so late. I hope to return to my normal routine now that my exams are over.**

 **. . . . .**

 **Until next time, see you guys.**

 **Don't forget to leave your reviews!**


	21. The Summit pt1

**A/N: Well everyone, this is it!**

 **Don't misinterpret what I'm saying as me telling you that I'm finishing this story…far, far from it. This is merely the beginning of the climax of one of my favourite arcs of the DxD series to date, the summit!**

 **You've all been waiting patiently for this chapter and I can only hope that I delivered on the hype I raised for it, there's nothing worse in my opinion than bigging something only for it to be such an anti-climax (Omniverse, I'm looking at you!) so I hope you love the first part of this arc as much as I did writing it.**

 **As usual I'll continue my A/N at the end of the chapter and let you move on to the chapter proper.**

 **Without further ado, here it is.**

 **Enjoy!**

 **. . . . . . . . . . . . . . . . . . . .**

The two devils made their way back down the stone steps in silence. Ben presumed that Rias was still pissed off that he had done that stuff to Akeno earlier. He wasn't oblivious to her feelings nor Asia's even if it was adorable with how she tried to retain the innocent nature she learned when she was with the church.

When she reached the bottom of the steps, Rias turned back to look at Ben. "This is where we part ways. I've got some more work to complete tonight before the summit."

"What?" Ben asked with confusion. "I thought you'd finished your work already and that was why you came to the shrine when you did."

"Not quite. I only had a brief window of time to come to the shrine for the gift exchange, even if I wasn't expecting to see what I saw when I got there," she murmured with an empty glare at Ben as she said this. "Now that the exchange has been completed, there's some little things to go over before tomorrow so I'll be home a bit late again."

"How many times do I have to tell you that I'm sorry about what you saw?" Ben asked he took hold of Rias' hand and held it in between his own. "You know that I'm having trouble controlling my body and emotions thanks to Azmuth's changes."

Rias stared at him in silence for a moment before sighing deeply and stepping towards him, taking her hand out from between his and resting it on his cheek. "I know, I know. It's just that I find it very frustrating when you do such perverted things to other girls…and not me." She said this last part with a faint blush appearing on her cheeks and so quietly that Ben almost missed it…almost. He was still able to just hear those last words and it brought a faint blush to his cheeks as well.

"Anyway," Rias stated, quickly hoping to change the subject to something else. "What are you planning to do with the last night before the summit?"

"I'm thinking of heading back to the school to help out with Gasper's training. The others are there but something tells me that they'll just try to scare the poor guy again."

Rias chuckled behind her hand and looked back to the darkening sky. "Well it seems that we've each got somewhere to be so I'll see you later tonight Ben," she said as she turned her back to him and made her way down the road in the opposite direction to the school while giving Ben a wave as she did so.

Ben gave her a wave of his own before turning away from her and making his way towards the school hoping that Xenovia hadn't tried her usual training method on the poor boy.

* * *

It turned out his fears had been well founded.

No sooner had he made his way to the clearing around the back of the old school building that he spotted the ex-church holy sword user chasing the scared dhampir who was also dodging garlic which was being thrown at him by Koneko while Kiba and Asia stood on the side watching the 'training' take place.

As soon as he had seen all this happening he had stopped Xenovia and Koneko from what they were doing he announced that he would be taking over Gasper's training from now on as the two of them, while having the best intentions at heart, had no idea what they were doing. He had also ordered the two of them along with Kiba to leave the training field as Gasper was still nervous around being near so many people and it would be hard enough to get him to learn to control his power without that added issue to deal with.

While the three of them did as he asked, he asked Asia to remain behind and act as an assistant for him while he trained Gasper in his own way.

This involved footballs. Lots and lots of footballs as Gasper found out soon after Ben's training started.

Thwack!

"Owwww!" Gasper cried as he was hit square in the face yet again by a football which he had tried, and failed, to freeze the time around it and fell to the floor with a red circle forming on his face where the ball struck him. "Hey Ben, can we call it quits for today?"

"Are you sure? We've still got a long way to go before you've got your power under control," Ben stated as he held another ball in his hand while Asia stood beside him. "You're improving very quickly Gasper."

"Am I?" the dhampir asked as he sat up and rubbed his bruised face.

"Sure you are, you can stop the ball once out of every twenty tries. That's a lot better than not being to stop it at all, isn't it?" he asked Gasper as he slowly rose to his feet.

"I guess so," Gasper moaned before a determined expression formed on his face. "Okay Ben. Let's do it!"

"That's the spirit!" Ben said with a smile on his face as he raised the ball behind him in preparation t throw it. "Okay, here it comes."

Only it didn't come. Ben felt some discomfort in his arm and, after looking behind him, found that Gasper had frozen his entire forearm, preventing it from moving.

Gasper noted what he had done and started to cry again while he fell to the floor again, curling up and weeping "I'm s-sorryyyyyy!" he cried.

"Come on, Gasper," Ben said as he regained control of his own arm again. "I've already told you that I don't mind if you freeze me. I'm training you to control your power but you're still a novice so it's expected that you'd freeze parts of me during your training.

"It's no use. I'm lousy as a vampire and bad at being a devil. I hate that I constantly let everyone else down," Gasper wailed.

Ben couldn't help but recall how Akeno also felt about being born from two different species. How she felt doubt about her own existence, possibly even how she hated her existence. It was an issue which wouldn't just go away overnight. He could only imagine how much they were suffering but he was determined to help the pair of them out any way he could.

"You don't let us down, Gasper. Trust me on this. I like you. You're your own worst enemy if you let your problems control you instead of facing them head on," Ben said firmly, stepping towards Gasper and kneeling down in front of him and placing his hand on the young dhampir's shoulder. "We're both members of Rias' peerage. We're both comrades and I know for a fact that you're stronger than you think you are; all you need is someone to help you learn to control your power."

Gasper looked up at Ben and wiped away his tears. "Y-You're right, Ben. I-I'll do my best," he said as Ben patted his shoulder as the stood up.

"There you go, I knew you had it in you," Ben declared with a warm smile as he went back to Asia and the basket of balls. "Shall we carry on with our training?"

"Sure, but first…," Gasper stated as he pulled out his paper bag mask and placed it over his head. "I'll just put this on to harness my energy."

"Sure, whatever works best for you, I guess," Ben sweatdropped as he picked up another ball to resume the training.

* * *

Standing at an open window on the second floor of the old school building, Kiba, Koneko and Xenovia watched the training take place below them.

"I have to admit that Ben seems to know what he's doing with Gasper's training," Kiba said as he watched Ben throw a ball towards Gasper who was hit once again as he failed to stop it in mid-air.

"Yeah," Xenovia conceded as she crossed her arms under her chest. "Whenever I tried training him, Gasper would just run away in fear and break down crying."

"I guess it's impossible to say that Ben doesn't care about his friends and wants to help them out as best he can," Koneko said from in between them.

Kiba couldn't help but nod as he watched Ben continue to throw footballs at Gasper who continued to struggle in freezing them before they hit him. "It's an admirable quality, considering all the changes to his body that he has to cope with due to Azmuth dwelling within his left arm."

"The last time I saw him this determined about training was back when we were preparing for our Rating game against Riser," Koneko added as she thought back to how much effort Ben put into his training and how much he grew in strength because of it.

"He really is an amazing person," Xenovia noted as she stared down at Ben with an interested look on her face.

* * *

(Overlooking Kuoh)

Sitting on a girder at the top of a building site was the leader of the Fallen Angels, Azazel, who was enjoying the night life of the town he had been calling his home, even if only temporary.

"It really is a delightful little town, isn't it?" he asked the silver-haired woman standing next to him. "I can't believe Kokabiel wanted to destroy this place, even if it was to start a war."

"If you say so," Valerie said in a bored tone as she leant against an upright girder with her arms crossed in a lazy fashion. "Personally, I don't see the downside to destroying such a boring town. It would have their lives exciting, even if for only a few seconds."

Azazel chuckled and glanced at the White Dragon Empress with a knowing smirk. "You truly only think about one thing, don't you?" He went silent for a moment before continuing. "I heard that you made yourself known to the Dragon All-Father."

Now it was time for Valerie to chuckle a little. "Can you blame me? I would have been content with that Tennyson boy simply possessing the Red Dragon Emperor's Gear, but him also possessing the Dragon God, Azmuth's, Gear surprised me greatly," she muttered before glancing down at Azazel. "And what about you? Don't tell me you're not interested in him too?"

"Oh I don't deny that," Azazel replied with a smirk on his face. "It's just that I'm interested in him for a different reason than you; I'm not looking to fight the Dragon All-Father. Rather, I'm fascinated by Azmuth for other, academic reasons."

The two of them fell silent as they returned their gazes back out to the bustling town below before Valerie broke the silence.

"I suppose you want me to be present at that boring meeting tomorrow," she said with a deep, lazy sigh.

"Once again, you've got it bang on the nose," Azazel said with a grin. "After all, you are the White Dragon Empress."

As she sighed again, Azazel glanced at her through the corner of his eyes. "Are you really so determined that war break out again?"

"Why not?" she retorted without looking at him. "I hate my life. I hate this boring era my birth thrust me into; a world where God is dead and the three factions vying for peace."

"You truly are the Vanishing Dragon," Azazel commented as he returned his attention back to Kuoh, his thoughts turning to Tennyson and the peace talks tomorrow.

* * *

(The next day, after school)

"It's time," Rias told her entourage as a shield fell on the school grounds, isolating them from the outside world so they may proceed with the talks.

It was finally time!

The time Ben had been anxiously waiting for ever since hearing about it after Kokabiel's defeat. The time for the three factions to come together and finally discuss a lasting peace between the three of them.

As he glanced out of the window, Ben could see troops belonging to each of the factions hovering above the school and keeping to themselves. Even before entering the meeting, which was to be held in the staff room in the new school building, Ben could feel the tension in the air at what a monumental moment in history he was experiencing.

"If, for some reason, the talks break down, this whole place could become a battleground," Xenovia said as she also stared out of the window, startling Ben at how close she was to him.

"Let's just hope it doesn't come to that," he responded as he turned to face Rias who was leading the way out of the clubroom. He cast one last glance behind him before leaving the room at the cardboard box in front of the sofa.

"See ya later, Gasper. Don't cause trouble while I'm gone."

Rias had requested that Gasper stay behind in the clubroom while everybody else went to the talks. Her reason being that Gasper was still learning to control his power and potentially freezing members of the other factions wouldn't go down well in the peace talks.

Koneko had also volunteered to stay behind and keep him company and was currently sat down on one of the sofas eating one of the snacks from a large box she had brought for the two of them though Ben secretly believed that they were mainly all for her.

"I promise I won't," Gasper replied as he held up Ben's phone which he had given so he could play some of the games he had on them. "And thanks for letting me use this."

"No problem. Just ignore any messages if you get any; I'll deal with them later," Ben said in response as he waved a goodbye to Koneko too. "See you later, Koneko."

"See ya," the white-haired Rook said, giving him a quick glance before returning to more important matters. Ben chuckled as he closed the door behind him and went to catch up to the others who were already on their way downstairs.

* * *

(Staff room, new school building)

"Excuse us," Rias said as she entered the meeting room, revealing to her and the others that they were the last ones to arrive. A gorgeous, circular table sat in the middle of the room and the representatives from the three factions sat around. The table seemed to be extremely out of place in the staff room leading Ben to believe that it had been brought here specifically for the meeting.

He couldn't help but gulp quietly at the quiet tension which enveloped the room; not to mention the fact that he was standing before the leaders of the three factions.

The Devil faction was being represented by both Sirzechs and Serafall. Sirzechs' Queen, Grayfia, was also present, standing behind Sirzechs.

Azazel sat as the Governor-General of the Fallen Angels while Valerie leant against the wall behind him. Ben couldn't help but notice how Valerie's eyes fell on him as he entered the room but he strove to ignore her for now.

The golden-feathered Archangel Michael was present as the representative for the church and Angels and he was accompanied by….

"Gwen?!" Xenovia whispered, taken completely off guard by her appearance at these talks as was Ben though he was able keep his surprise to himself.

She wore the same white robes she had worn when she and Xenovia had come to Kuoh to retrieve the stolen Excalibur holy swords. It was obvious she was still angry with Xenovia over her deciding to leave the church and become a devil as she barely gave her a brief glare before looking straight ahead and completely ignoring her former comrade.

This was still more than she did for Ben who she ignored completely, not even bothering to give him a sideward glance.

"My sister and her retainers," Sirzechs explained for the benefit of the VIPs of the other factions as they bowed in greeting once everyone had entered the room.

"During Kokabiel's attack a few days ago, they were the ones who fought against him," the Devil King added.

"I have already read the report. You have my thanks for stopping him from carrying out his plan," Michael thanked Rias who, despite clearly being nervous, bowed once again.

"Same here. Sorry one of my boys caused you so much trouble," Azazel said coolly.

"You may take a seat over there," Sirzechs said, indicating the empty chairs near the wall where Sona and her Queen, Tsubaki, were already sat.

Ben sat down with Rias and Asia on either side on him. As she sat down, Asia grabbed the edge of his clothes in her unease. In response to this, Ben lightly clasped her hand to ease her nerves.

"Now that everyone has arrived, we can begin. I trust that everyone present here acknowledges the most important subject which is being discussed today, i.e. the death of God and its ramifications."

From the way everyone kept their composure, if not a few who flinched (that being Gwen), Ben was lead to the conclusion that everyone was aware of God's death at this point.

"With that taken into consideration, shall we start?" Sirzechs asked to the table and received no argument for the contrary.

"If I may make a request?" Michael asked, and when he received no rejection he continued. "I've read the report sent to me about the incident, but I would appreciate it if I could hear what happened from the mouths of those who were present."

"I must admit that I'm also curious as to how your little sister was able to hold off one of my strongest lads," Azazel said, gesturing towards Rias. "Even if she does possess the Power of Destruction, it's still a remarkable achievement."

Sirzechs nodded his head and turned towards his little sister. "If you would please tell us what happened with your fight against Kokabiel, Rias."

"As you command, Lucifer," Rias said formally as she made to stand up. Before she did so, however, Ben clasped her hand in his and gave it a reassuring squeeze so as to calm her nerves. It seemed to work as Rias seemed less nervous when she stood up along with Sona and began to recount the events before the battle against Kokabiel and then the fight itself on the school practice field.

The representatives each listened to Rias and Sona's report in silence though they each reacted in different ways – from a sigh to a scowl, and even a smile from Azazel at points – as the report was given until finally….

"…and that is my report on the events that took place in the incident with Kokabiel," Rias declared as she finished giving her report.

"I, Sona Sitri, confirm the veracity of the report given by Lady Gremory," Sona added from beside Rias.

"Thank you very much for your report," Sirzechs said to the two High-class Devils.

"You make me so proud, Sona," Serafall whispered, causing her little sister to blush in embarrassment and quickly return to her seat.

"Now that you have heard the report from those who were there, do you have any opinion you wish to share with us, Azazel?" Sirzechs asked as the entire room looked towards the Governor-general who smiled as he began to explain.

"If you must know; Kokabiel, a leader of my central organisation, the Grigori, suddenly went quiet without any explanation and started to act without my consent or leave. As you know, I sent the Vanishing Dragon to…retrieve him. After he was brought back to us, his punishment was being frozen for eternity in the lowest level of Hell. I believe a report of everything I've just said had been forwarded to you before this meeting began."

"It was," Sirzechs agreed, "But I just wondered if you had anything else to add to it."

"I guess that's fair enough," Azazel conceded freely before a smile returned to his face. "If everybody is asking for something before these peace talks begin properly then I would like to request something too."

"And what would that be?" Michael asked with mild curiosity.

Azazel chuckled and leant back in his high-back chair before continuing. "I'd like to hear from the Dragon who all but ordered these talks to take place in the first place. I'd like Azmuth to share what he knows with us, seeing as he seems to be so knowledgeable about God's thoughts; something he seemed to even keep from his right-hand man, isn't that so, Michael?"

Though he made no visible expression, Ben couldn't help but note that Michael tensed slightly at Azazel's words.

"I'm not fond of this but I agree with Azazel on this," Serafall said politely while Azazel smirked. "Yes, the idea of this peace summit was circling our factions for some time, it was due to the Dragon God's insistence that he speak to Sirzechs privately where he virtually called for this meeting all by himself."

"Is that so? Do you make a habit of letting a Lower-class Devil dictate your decisions, Sirzechs?" Azazel asked with an innocent smirk on his face as he ran a hand under his chin idly.

Ben couldn't help but swallow at the way Azazel was phrasing his statement. He was making it sound as if it had been himself who had spoken so freely to Sirzechs and demanding they hold this meeting.

Sirzechs seemed to notice this and came to Ben's rescue. "Not so. I'd like to make it known to everyone here that, though he is, indeed, the Dragon All-Father, Ben played no other part in our meeting other than bringing Azmuth to me so that we could speak to each other," he said with a quick wink to Ben as he said it, sending a wave of relief wash over him.

 **[I would appreciate it if you left my partner out of matters he had little say in, Governor-General. He merely did as I requested of him and took me to a private audience with Sirzechs, but something tell me you already knew that?]** Azmuth's voice boomed around the room, taking everyone except the four leaders, Grayfia and Valerie by surprise at his booming voice. The emerald light on the back of Ben's hand glowing with each word he said.

Azazel chuckled and held up his hands in a placating manner. "Hahaha! Guilty as charged! It was just my way of making yourself known to the rest of us 'mortals'," he said, saying the last part sarcastically with a wide grin on his face.

Azmuth merely grumbled with irritation at Azazel's antics. **[You have a unique way of looking at things, don't you, fallen angel?]** he growled in annoyance to which Azazel merely responded with another chuckle.

"While you're here though, Azmuth," Sirzechs started, trying to keep the conversation relevant to the meeting. "Would you please share some of your knowledge with us? As Azazel already noted, you appear to know more about God's thoughts in his final decades than even Michael with I find hard to believe."

"I too would like to hear what you have to say, Dragon All-Father," Michael added somewhat stiffly. It was obvious that he was extremely curious as to what Azmuth knew considering he was a Dragon God which stayed in this dimension at times few and spread to have any reason to have such knowledge.

 **[I suppose it's time at last that I share what I know with you,]** Azmuth agreed though he managed to keep his annoyed tone of voice.

"Splendid!" Azazel exclaimed joyfully as he snapped his fingers, summoning a chair similar to the ones that he and the other leaders sat in into the space around the table between him and Sirzechs. "I think it's only proper that he sit at the table if what he says has anything to do with our talks."

Ben didn't move initially as he was so taken off guard by the way the conversation had gone. It wasn't until Sirzechs nodded his head slightly in the direction of the chair that Ben rose to his feet.

Now it was Asia and Rias' turn to give his hands a comforting squeeze.

He sat down in the high-back chair and found himself feeling extremely conscientious on how he was sitting. Hoping to embarrass himself any further, he summoned Azmuth's Gear and laid it on the table while he rested his right hand on his lap.

 **[Before I divulge what I know, I want to know why such a monumental summit like this hasn't taken place until now. It can't simply be due to past grievances between your three powers, can it?]** Azmuth asked the four leaders around the table.

"I'm afraid that was, indeed, one of the main reasons such a meeting hasn't taken place until now," Michael admitted with a sigh.

"Not to mention how our society suffered from a civil war between the Satan faction who wanted to continue the war against the Angels and Fallen Angels, completely ignoring how the war had almost decimated us, and the anti-Satan faction which wanted to keep the ceasefire and ensure the survival of our race," Sirzechs explained as he recalled the part he played in the civil war which won him the title of Lucifer when it was finally over. "If we hadn't stopped the Satan faction from breaking the ceasefire which had beenagreed upon by the three factions after the deaths of God and the Four Great Satans then I fear what would have happened to us."

"It was believed that the façade that we were still at each other's throats was necessary to prevent other mythologies from attacking us due to the belief that God was still alive," Michael added.

"That combined with the fact that all our forces had been decimated in the war and the human world had also been ruined after the war," Azazel noted from where he sat. "Our first priority has been replenishing our forces with humans. Even after all this time, our numbers still don't come close to what they were before the war."

 **[I see,]** Azmuth muttered as he listened to their different reasons. **[I suppose they're understandable reasons for this being the first time the three powers came together.]**

"Though by the incident which caused this meeting to take place, it's obvious that several members of our factions have found the status quo undesirable for various reasons," Azazel commented as he leant his elbow on the table and rested his chin in his palm.

"The seeds of discontent," Serafall muttered quietly.

"It's not just my faction which exhibits this sort of behaviour," Azazel retorted, causing Serafall to frown at him.

"I ask that we stay on track," Sirzechs said, stopping Azazel and Serafall from exchanging any more ill-intended words.

 **[I agree, Sirzechs. Now is not the time for childish bickering,]** Azmuth chided and, while Azazel merely chuckled at being told off by the emerald dragon Serafall pouted at Ben's left arm.

"If you would please continue, Azmuth," Michael said, returning the conversation back to Azmuth.

Azmuth took a deep breath before continuing. **[It's no secret that God was angry with the Devils for trying to rebel against Him, nor the Fallen Angels for going against His teachings. It's true that, during the early days of the war, He was content to see both the Devils and Fallen Angels wiped out entirely.]**

"That's not entirely a big secret," Azazel chuckled openly. "It was common knowledge that God wasn't exactly on friendly terms with our two factions."

 **[But what you don't know…,]** Azmuth growled, not liking how he was interrupted by the Fallen Angel. **[…is that God saw what terrible toll the war was taking to the Earth and His creations. He foresaw that, unless things changed, all of you would have wiped each other out. Despite all of your actions against Him, you were still His children in His eyes, and like every parent who lashes out at their children for going against them, He regretted how His rash actions had caused all the death and destruction in the world and desired to end the war before any more of His children were destroyed.]**

 **[He knew that your two factions would never return to Heaven now that you had found homes of your own. He also understood that You would never forgive Him for what He had done to you or perceive Him as your Father ever again. That didn't dissuade Him from His desire to stop the war though,]** Azmuth continued, his voice echoing around the room which had fallen deathly quiet at what the emerald dragon was saying.

 **[With His goal in mind, He sought me out when I returned to this dimension and, after telling me of His regret and wish to stop His children from destroying each other, asked me to help Him carry out His plan. I didn't know what I could do to help but I was one of the few Gods, if not only the one, he could trust completely and fully confide in, so I swore to help out in any way I could. I had seen what the war had done to the world and the amount of death it had led to for a senseless cause for all three factions involved. There were several steps He took to, not only bring the war to an end but to also survive and raise yourselves out of the ashes from your worn-torn world.]**

"What sort of changes were these?" Azazel asked with genuine curiosity now.

 **[He knew that the answer to your future survival lay in His youngest and most precious creation: Humanity. But they had been tailored to favour the Angels over the other two. That's why they're the only ones who are capable of wielding His ultimate tools: The Sacred Gears. It was also why any human who allied themselves with the church could possess the power of Light weapons as they fought against Devils. He knew that, should the war be over, the most logical way to restore your numbers would be to look to the humans. However, He had created humans to be completely independent from your three factions, their free will was His main concern even if there was some bias towards His side by the reasons I just stated. He altered The System which gave Him power from the prayers and worship of humans and made it so all Three factions would be able to turn to humans and reincarnate them to replenish your numbers.]**

"Hang on," Sirzechs said, interrupting the emerald dragon's tale. "It was Beelzebub who invented the Evil Piece system that allowed us to turn humans into Devils."

 **[That might be true but it would never have worked had The System not been altered to allow it to happen. No matter how intelligent your friend might be, Sirzechs, he wasn't capable of doing it without God altering The System beforehand,]** Azmuth replied impatiently before continuing his tale.

 **[In the late days of the war He started to act with more urgency than before. When I asked Him about it, He told me that He had foreseen His own death and needed to do as much for the survival of His children before His end came. We had planned a new set of Sacred Gears that wouldn't favour any of the three factions, ones that would affect each of you equally. Unfortunately, there was only one Sacred Gear that He was able to finish completely. It also happened to be the very last Sacred Gear that God made before His death and it just so happens to be present in this room right now,]** Azmuth declared as everyone started looking around the room before it suddenly struck Ben as to what Azmuth was referring to.

"Asia's Twilight Healing?" he asked, glancing over at the ex-nun who gasped and held her hands close to her chest.

"Of course," Michael said with a sigh.

 **[Correct, Ben. Miss Argento's Sacred Gear is the only Gear in the whole world, both natural and supernatural, which can heal all, regardless of what they are. While it's true that there are other Sacred Gears in the world which can heal others, the one miss Argento possesses is the only one which doesn't discriminate between the factions and can heal Devils AND Fallen Angels as well as humans and Angels. It's ironic that, even though it was intended to hopefully 'heal' the gap between the three factions should the human who wielded it join one of them, she was cast out because it could heal the church's enemies and you were all ignorant of its creator's intentions.]**

Azazel chuckled under his breath. "Irony doesn't even come close to describing it," he muttered as he scratched the stubble on his cheek.

"So how did you end up sealed in a Sacred Gear?" Serafall asked with intrigue. "I can't understand why you would willingly give up your physical body and bind yourself to the human who would come to possess your gear."

Azmuth didn't answer Serafall's question immediately and the whole room grew silent as they awaited his answer.

 **[It might be known to everyone that the Dragon Gods are old but you struggle to fully understand just how long I have existed. Though our physical bodies would normally last just as long as our spirits would, the same couldn't be said for me. You cannot even begin to comprehend just how many different dimensions I visited over my lifetime nor how many different worlds I brought life to my draconic creations. I was the only one of my fellow Gods who possessed the ability to cross the Gap so freely but, even so, it still took its toll on my physical body. Breaking through the very fabric of existence is no simple feat and the humongous burden it took on my body had begun to take effect and my power had diminished because of it. I told God this and He agreed to help me in whatever way He could as gratitude for our friendship.]**

 **[After much research, we concluded that sealing my soul within a Sacred Gear was the best outcome we could hope for as anything else would fail. A Dragon God's soul is an incredibly powerful thing, even without a physical body and there was no other way to preserve my power and spirit without it eventually being torn apart by my power. I assisted God in designing and creating the vessel in which my soul would forever be sealed within and, once my physical body could no longer sustain my soul, it was taken from my body and placed within this Gear whereupon I eventually became linked with Ben,]** Azmuth concluded **.**

"So how come you never said anything until now?" Azazel asked off-handedly.

 **[I have no clear answer to your question, Governor-General,]** Azmuth admitted. **[I can only guess that my being sealed within this Gear had some undocumented side effects of clouding my memory of the last few decades of my conversations with God. It wasn't until the battle with Kokabiel that the mist lifted off my memories and I knew I had to do something after seeing how close you were from reigniting the Great War all over again.]**

"I have a question if you don't mind, Azmuth," Sirzechs said, still reeling from the bombshell Azmuth had just dropped on his society's perception of how God acted during the war. They had always assumed that they had been completely rejected by God and that they could all just be erased from existence for all He cared.

When Azmuth made no comment otherwise, the Devil King continued to ask his question. "If God saw how He would die then why didn't He avoid it so He could do more for His plan to end the war and help us rebuild?"

 **[I asked Him that very same question when He told me about His vision and I'll tell you what He told me. He revealed that He could avoid His death but that He wouldn't do so. Though He understood what it meant for Him to die, He saw His death as the catalyst required to finally bring your three factions to the peace table. I asked Him how He could be so sure that this would happen and that the three factions won't just continue killing each other. He replied that He knew they would stop fighting for two reasons. The first one was that he saw how all three powers stopped fighting, if only temporarily, in order to deal with the destruction caused by the Heavenly Dragons in their brutal battle which crossed over onto your own battlefields causing indiscriminate destruction everywhere they went,]** Azmuth went on to explain.

 **[The other reason was that, unlike most of the other powerful religions in the world, He was the only God in Christianity. If He were to perish then it would force you to come together, if not in friendship then the desire to survive against any external mythology which tried to attack you, particularly with your depleted numbers after the war. He understood that this wasn't the best idea but the task He had to do was too important for Him not to do.]**

Azmuth took a deep breath before he concluded his tale. **[I know without any uncertainty in my mind that He would have given anything to see His children around this table and talking about peace. You may have your own grievances against Him and I don't blame you, and neither would He, but in the end He still cared enough about you all to sacrifice Himself to stop you from fighting amongst each other.]**

The room fell silent as Azmuth finished his tale as everyone struggled to take in the full magnitude of what exactly they had just heard. Ben was just as bad as the other leaders sitting around the table in that he couldn't fully believe what Azmuth had just told everyone.

The silence was abruptly by Azazel who released his pent-up breath.

"Well I guess that answered my question," he said, unable to think of anything else to say. As one of the few angels and devils who existed before the Great War erupted, he had had his entire view of God and His intentions turned on their head.

"Well I…I suppose we should thank you Azmuth for telling us all this. It's made the success of this summit even more important," Michael said as he leant back in his chair as he digested the information he had been blasted with. Behind him, Ben could see that Gwen was staring at the wooden table in front of her with her eyes wider than he had ever see in his life. He glanced over at Rias and the others to see Xenovia and Asia in similar states of shock.

His attention was diverted back to Sirzechs when he spoke to him.

"Thank you, Ben, you may return back to your seat," he said kindly and Ben complied with him, standing up from his seat and returning to his place in between Rias and Asia. As soon as he sat down, his hands were immediately taken by Rias and Asia who squeezed them tightly. Asia took it further and clung to his shirt with her free hand and pulled herself closer to him for comfort after hearing Azmuth's revelation.

"I think I speak for all of us when I say that war is the last thing any of us want for our people, am I right?" Michael asked the three representatives before him.

"Yes," Serafall replied with a nod.

"You're right. I have no shame in saying that, should the Great War between us start up again then the devils will be destroyed," Sirzechs admitted. "Hearing Azmuth's speech has only made my desire for peace stronger than ever."

"I believe so, too," Michael agreed before he and the two Devil Kings turned to look at Azazel who had his arms crossed and rested on the table.

"Aw hell. Looks like I gotta agree with the rest of you or I'll look like the asshole," he said nonchalantly.

"Would it kill you to be serious for once?" Sirzechs asked his Fallen Angel counterpart.

"Fine," Azazel retorted in a bored tone before starting again. His expression and tone completely different to how he had been in the meeting so far. "We can't have wars between us anymore. As Azmuth made it clear to us, we are the only mythology without a living God leading it and can't afford to be at each other's throats when an even greater threat could jeopardise all three of us. As much as we might hate the thought, the world has continued to turn even without God watching over us. It's a hard truth to accept, but it's still the truth.

Ben felt Asia tense at Azazel's untampered words and couldn't help but agree with him, even if it felt wrong to do so.

After this, the conversation moved on to talk about other matters though it was clear that the previous tension in the room had vanished after it had been made clear to everyone that nobody wanted to restart the war which took so much from all of them.

"Before we take the next step and make all this official, there's a little…complication that must be taken care of first," Azazel stated, silencing Michael, Sirzechs and Serafall who all gazed at him. "Once again it isn't only our three powers that need to be considered. We need to consider the two people in this room who have the power to influence the world as they once did so long ago. I am, of course, talking about the Red Dragon Emperor and the White Dragon Empress."

He looked towards Ben. "I understand that you are the Dragon All-Father but you still possess Ddraig's Gear so I would appreciate your thoughts.

"I don't care what happens as long as I can fight a worthy opponent," Valerie said in a bored tone from her place in the back of the meeting room.

"How did I know you were going to say that," Azazel chuckled as he looked back at Ben. "And yours? What do you want to do, Ben?"

Ben didn't say anything at first as he knew that everyone was looking at him and waiting for his answer. He squeezed both Rias and Asia's hands before he spoke. "I may have the power to influence the world, especially with Azmuth's power combined with Ddraig's but that doesn't mean I want to. Both the natural and supernatural world are beautiful and fascinating places. They may not be without their faults but that doesn't matter. I'm happy just experiencing both worlds I'm now a part of."

"That being said though," he added. "If it's for the sake of my friends and loved ones then I'll use all of my power to protect them if necessary."

Rias squeezed his hand even tighter and gave him a beautiful smile when he looked at her.

With that over, the summit agreed to a brief break before moving on to the peace treaty and what it would entail. Ben suspected that it was also to help the four leaders to continue digesting Azmuth's words as some of them were still reeling from them.

As Grayfia began to hand cups of tea to everyone from the tea cart which she been standing beside since the meeting began, Ben looked at the clock on the staffroom wall and was surprised to see that it was almost 10 o'clock. It had been almost two hours since the conference which would decide the fate of all three factions and the human world began! It would explain why he was feeling so sore from sitting down for so long, even with the brief moment he stood up to sit at the round table while Azmuth revealed his tale. He looked over at the others with him to see that they were all feeling sore from sitting for so long too.

"Was there a question you still wished to ask me, Dragon All-Father?" Michael asked, surprising Ben at being directly addressed by the Archangel.

He was so surprised that he momentarily forgot what his question had been but it soon came back to him. "Yes, there was. I'm grateful that you remembered," he replied politely to which Michael smiled in response.

"I made a promise to hear you out," he reminded Ben warmly.

"Very well," Ben said as he took a deep breath. "I want to know why you exiled Asia from the church," he asked as everyone around him stared at him in astonishment but he wasn't backing down now. He had asked his question and wanted an answer.

"I have my suspicions why you did it but I'd like to know why. I've never met anyone who loves God more than her," he continued, his eyes never leaving Michael's.

"I can only offer my deepest apologies for that," Michael admitted with a regretful sigh. "After God was killed…only The System remained, and the only way we had could keep it working was by using our power to administer divine protection, mercy, and miracles. Even with me as its head, we are barely holding on."

"So, there was a system failure when God was killed?" Ben asked and Michael nodded.

"Indeed. It takes an enormous toll on anyone who uses The System, except God of course, and even though we Seraphs have been able to keep it running it…pales in comparison to how it used to be when God used it. We rely on the faith of believers to keep it going and they're already declining steadily so we couldn't risk any possible negative effects to the system.

Ben nodded his head slowly in understanding. "I can understand that. Human worshippers wouldn't have accepted someone who could heal both Devils and Fallen Angels as well as humans."

"Yes. It only makes me regret my decision all the more after hearing Azmuth's story. We failed to see her as the gift she truly was and cast her out in our ignorance," Michael admitted sadly.

"That's why I was exiled too," Xenovia deduced, cutting in to the conversation. "Because I knew that God was dead."

"Indeed. It was unfair on you, but something we believed was necessary. If it was ever made public that God was dead, then the whole system could fall apart. I can only apologise for what we did to you two. You are hardly heretics and we should have taken the time to discover another way," Michael apologised as he bowed his head at them as the two in question stared at him in wonder. Even Gwen was taken aback by his words and her stoic façade broke as she glanced at Xenovia with new-found sympathy.

"There's no need to apologise, Lord Michael," Xenovia said. "I must admit that, since I grew up in the church I do have some regrets but I can say for sure that I'm more than happy with my new life as a Devil."

"It relieves some of my guilt to hear you say that," Michael admitted without hesitation before looking at Asia. "And how do you feel, Asia?" he asked the ex-nun who held her hands together as if in prayer.

"I'm happy with my new life as a Devil. Ever since I became one, I've met so many wonderful people and have been able to speak with Lord Michael himself, it's an honour!" she admitted with a faint blush on her cheeks.

Michael chuckled and gave Asia a warm smile. "Both of you have such forgiving spirits, and I am grateful for that."

"Oh yeah, I thought I'd heard about you before," Azazel stated as he stared at Asia who trembled under his gaze until Ben placed his hand on her shoulder to comfort her. "Didn't one of my subordinates kill you?"

"She sure did," Ben said clearly as he took his hand off of Asia's shoulder and placed it on his stomach. "The bitch even tried to core me like an apple. She claimed to be doing it all for your sake, so that she could please you."

"Naturally I take full responsibility for the actions of my underlings," the Governor-General "I shall redeem the reputation of the Fallen Angels by doing something to help you understand your power and allow you to be the master of _it_ and not the other way around."

As soon as he finished saying this, the entire room felt a strange aura wash over them as the whole world seemed to glow purple.

It didn't take Ben long to realise that they had all been struck by Gasper's time stopping power.

* * *

"What the hell?" Ben asked as he looked around the staff room to notice that the room still appeared to be dark purple in colour.

He looked behind him to see that Asia, Akeno, and both Sona and Tsubaki had become froze in place.

"It looks like you saved me again," Rias' voice spoke up from his left. He glanced at her before looking down to see that his left, which had summoned his Gear subconsciously was still wrapped around hers. His Boosted Gear had also been summoned as soon as the wave hit them. He let go of Rias' hand and looked around the room in confusion.

"This is definitely Gasper's Forbidden Balor View but it's different from before," he muttered to himself.

"It appears so," Azazel stated, hearing Ben's assessment and agreeing with it. "Fortunately, those of us with superior power or holy swords weren't affected."

"Why would this happen now? There's no way that Gasper would do this willingly; I don't even think he can do this on his own yet," Ben said with confusion, unable to work out what was going on.

"It appears to be—."

An explosion outside the staffroom beat Azazel to the punch.

"—a terrorist attack."

Everyone rose from their seats and rushed to the window to see what was going on. When he reached the window, Ben looked out to see a swath of robed people hovering above the school and firing bolts of magic at the school, only for the bolts to be halted by the secondary barrier surrounding the conference room.

"Who the hell are they?!" Ben exclaimed as he watched the robed men and women continue to attack the conference room.

"Magicians," Azazel explained from beside Ben as he also looked out of the window. "They use a type of magic loosely based on the magic used by the legendary magician, Merlin. It's a bastardised version but still used technique. They're what you would consider to be mid-class devils in terms of power.

There was another series of small explosions against the conference barrier but these were different from the blasts from the magicians' assault. Once he could see through the dust cloud, Ben made out another group of people which were emerging out of portals all over the sports field. These were a very different group of people than the others. Instead of wearing black robes, this new group appeared to be wearing full suits of European medieval armour. Most of them appeared to be wielding swords which fired magical projectiles at the barrier. These armoured terrorists were also equipped with large, angular shields which were red in colour, the same red as the capes that nearly all of them wore. The last of these armoured 'knights' to emerge from the portal appeared to have swords too but they were kept in their sheaths as these 'knights' seemed to favour magical crossbows which, when they fired them, let loose larger magical projectiles than the ones released by the ones using their swords and caused much larger explosions than their comrades.

"Ah shit," Azazel grumbled with slight annoyance. "The last thing we need is these guys crashing the party too."

"Why? Who are they?" Ben asked as another flash forced him to place his hand in front of him to cover his eyes from the bright light.

"They would be the 'oh so refined Order of the Forever Knights'," Azazel explained with a fearless smile on his face. "Originally created by the knights who followed George and aided him in battle and declared they would follow his teachings forever. That was until George died and his sword, Ascalon, was taken by the church who then gave it to the Angels to keep safe. They didn't take kindly to this and declared that supernatural beings weren't to be trusted and should be eradicated, vowing to scour the natural world clean it of any and all supernatural creature."

"Their Order carried out their 'duty' for many years before they fractured over lack of leadership. It was believed that it was only the knight who wielded George's sword could lead the Order and without it, nobody could keep them united. The Order fractured into three different factions, each with a different 'duty' they needed to carry out. Only one faction retained the original goal of the new Order after George's death."

"What did the other factions want?" Ben asked as he watched the knights assault the barrier.

"Well there's the faction that believed that all of Azmuth's draconic creations are abominations and need to be eliminated and then there's the boring faction that wants to take over the entire world. I believe that's the faction that's attacking us right now…ah yes, I recognise the crest of King Driscoll's faction."

"How strong are they?" Ben asked, concerned at the firepower they seemed to possess.

"Hmm, about the same as those magicians. They also use a bastardised version of Merlin's magic, though they use combat magic instead of the arcane magic which magicians use. They are more deadly than magicians in that they are skilled combatants and don't rely on ranged magic as magicians mainly do," Azazel explained.

"What is this power?" Michael asked as he watched the magicians and Forever Knights annihilate the soldiers who had gone to the meeting as security for the summit though had fallen victim to Gasper's power and were unable to do anything except disintegrate into dust as they were blasted by magic projectiles.

"It's the young dhampir," Azazel informed the Archangel as he watched his subordinates die in droves as the enemy pressed the advantage of their surprise attack. "He must have been coerced into achieving balance breaking conditions. That's the only way to explain what's happened here.

"His Sacred Gear allows him to stop time," Sirzechs said in agreement with Azazel. "It appears as though Gasper has fallen into enemy hands."

"Dammit!" Ben growled in anger. "I guess this means they've also taken Koneko captive too!"

"Terrorists dare to take members of my household hostage?! They'll pay for this with their lives," Rias declared with unbridled fury that her dear servants had been taken against their will and forced to hurt others. A dark crimson aura gushed out and surrounded her body as she said which only highlighted how angry she was.

"They're using teleportation magic," Michael noted as another wave of magicians and knights appeared and joined in the assault with their comrades. "That can only mean there's someone who's connected to the gates from within this barrier."

"Are you saying that we have a traitor amongst us?" Ben asked, that being the only answer to what was happening.

"It appears so," Sirzechs said. "They couldn't have times this attack any more perfectly; they can send in as many troops as they want while ours are completely sealed off from us."

"That and the way they used that half vampire kid really backed us into a corner," Azazel added. "Our first priority right now should be stopping Gasper's power before it grows any further. If they continue to increase the dhampir kid's Balor View, then it may be able to stop us as well which is a big concern if I don't need to make that clear to everyone already. With the considerable military power they've assembled, it's clear that they intend to annihilate everything with the barrier the instant that we also fall victim to that kid's power."

"But then there's also the barrier surrounding this school. It's the only thing keeping us all trapped in here without any backup, but it also keeps our conflict from leaking out into the public and I don't need to tell you what sort of unwanted attention that'll bring."

"We must tread carefully," Sirzechs said with caution. "If we should go outside and counterattack then it could be playing right into the wishes of whoever is masterminding this whole thing. I'm eager to meet them so perhaps it would be best to keep the enemy out of here and hold them back until their boss becomes bored and makes themselves known to us."

"With all this being said, we leaders can't move while we make our preparations. Someone's going to have to free Gasper from the old school building which has become the terrorists' base," the Devil King added as he turned back to face the room.

Ben couldn't help but agree with Sirzechs' assessment. If they couldn't free Gasper in time, even the leaders of the three factions would be destroyed and then all would be lost.

"Sirzechs, I'll go! Gasper is my precious servant and it's my responsibility to bring him back," Rias declared firmly and with fiery determination.

"And how do you plan on getting to the old school building?" Sirzechs asked, casting another glance to the window where the laser show was taking place. "Not only have you got to get through all of those magicians and knights out there but who knows how many there are in the building itself. Normal teleportation has also been blocked by magic."

"I have an unused rook in storage where my club usually holds meetings," Rias explained, her fiery determination only growing in strength.

"A rook you say? Hmm, "Castling" could work. Seeing as they've blocked all of our teleportation, they wouldn't expect you to just appear in the building and take them off-guard. It's a good plan but I don't want to send you in there on your own.

"Gasper is _my_ precious servant! I won't just sit back and let these scumbags do what they want with him," Rias retorted fiercely and leading Sirzechs to chuckle at his younger sister. He wasn't surprised in the slightest that that was her response.

"May I suggest something, Sirzechs?" Grayfia asked from behind the crimson-haired Devil King. "If you use your power to carry out this manoeuvre then it'll be possible to send another person along with Lady Gremory."

"So Rias and someone else…," Sirzechs began to say but was cut off.

"I'll do it," Ben said firmly as he strode forward and stood beside Rias. "I'll her and everyone else safe from harm."

"How did I know you were going to say that?" Sirzechs asked sarcastically with a small smile on his face before turning serious again. "Very well, you may go with her."

"Wouldn't it simply be easier to just kill the vampire kid and be done with it?" a voice said from the back of the room. Everyone turned to see that it was Valerie who had said this.

"If we wanted your opinion then we would have asked for it," Ben retorted coldly to which she just shrugged her shoulders nonchalantly in response.

"I'm just saying. I could even do it for you if you wanted."

"Now, now, Valerie. We're here to make peace, okay? Try to at least act considerate," Azazel chided off handedly.

"I'll try," she replied with a shrug. "I just don't like standing here, doing nothing."

"Well then why don't go and greet our new guests," Azazel retorted. "Seeing the White Dragon Empress should disrupt their ranks a bit."

"I thought you'd never ask," she called back as she leapt out of the open window, summoned a pair of wings composed of blue light and shot up into the air, disrupting the magician battle formation and he hovered behind them.

"It's time to have a little fun! Balance Break!"

 **[Vanishing Dragon: Balance Breaker!]**

Valerie momentarily disappeared in a flash of white light which quickly unveiled Vali's altered form, revealing her in the same armour she wore when she captured Kokabiel. Her entire body seemed to emit a white radiance.

"So that's what Albion's Balance Breaker looks like," Ben mused as he stared up at her.

' _The last time I tried that with Azmuth it cost me my left arm and I don't think I'm strong enough to try it again any time soon,'_ he thought as he looked at his left arm.

As the magicians recovered from her initial arrival, they turned their attention from the conference room to Valerie and opened fire on her. Ben expected her to do something to stop the storm of magic projectiles streaking towards him but she didn't. instead, she just hovered in the air and let the bolts batter against her armour which seemed to receive no damage whatsoever from the deadly barrage.

Once it was over, Valerie just laughed at their pitiful attempt to harm her and released a massive wave of electricity all around him, wiping a large portion of the magicians from existence. However, even as she did this, even more magicians began to appear and replace their fallen comrades.

"Wow, she's strong…like crazy strong," Ben observed from the window as Xenovia and Kiba joined him.

"Yes," Xenovia agreed. "But it somehow feels wrong…dangerous even," she added with concern.

Ben turned his back to the window and approached Rias. "Don't worry, Rias. We'll save Gasper and Koneko from these assholes, you have my word!" he said with confidence.

"I know," Rias replied with a smile.

"One thing before you go," Azazel said as he approached the two of them with two silver bracelets in the palm of his hand. "Take these with you."

"Uh okay," Ben said as he accepted them from the Governor-General. "What are they exactly?"

"These bracelets will control a Sacred Gear to a certain degree. One of my own inventions. When you reach and rescue the half-vampire, put one of them on him and it'll help him control his power and hopefully cancel out what he did with his Balance Breaker."

"Okay, got it. But what about the other one?"

"That one's for you. You've yet to master either the power of the Welsh Dragon or the Dragon All-Father, right? If you wear the other bracelet, it'll be possible to go into your Balance Breaker state without paying any price. The bracelet will be used instead.

"I understand," Ben nodded and placed one on his right arm.

"That's not all though. A side effect of using this bracelet is that it'll temporarily undo the seal placed on you which restricts the full extent of your Pawn power."

Ben didn't know how Azazel knew about that but, right now, he didn't care as there were more important things to consider right now.

"Because of that, you should only use it as a last resort. You must be careful if you use it to enter your Balance Break mode with Azmuth. True, it may let you use your stronger demonic forms but your mind will still feel the full strain of the transformation as the bracelet only controls your physical capabilities."

Ben was amazed that Azazel even seemed to know how Azmuth's Gear worked as only a very small number of people knew about it and, until that moment, he had believed that it was only Rias and her peerage who knew about it.

"This is only my personal opinion, but in terms of the distribution of piece distribution, Ddraig and Azmuth combined are 8 and you're 1. It might be more accurate to say that it's 8.6 and you are 0.4. using your promotion power helps build the foundation to unleashing their true power," he continued to explain.

"You don't need to tell me that I'm still weak, I'm fully aware of that," Ben admitted without any shame. "That doesn't mean that I'm not going to do anything."

"I'm just letting you know," Azazel said in a placating manner. "I'm not trying to belittle you when I say this. Unlike most of us here, you are one of the only ones who was originally born a human. Even if you possess two of the most powerful Gears to ever exist in this world, it's all meaningless if you, the host, are weak. You will always be the weakest point of your Gears, but if you continue to learn…."

 **[You seem to have extensive knowledge of Sacred Gears, Azazel,]** Azmuth observed. **[I'd say I was impressed if my suspicion didn't overwhelm it.]**

Azazel just smiled fearlessly. "It's fine, isn't it? The one who made the Sacred Gears in the first place is no longer here, so isn't it better to have someone around who knows what they're talking about? I'm fascinated by the Sacred Gears but there's still so much I don't know.

With nobody offering a retort or a response to Azazel's statement, Ben took Rias' hand and gave a short nod to Sirzechs. "We're ready," he declared firmly.

"Very well," Sirzechs said as a small, crimson magic circle formed beneath them. "I'm leaving Rias in your care, got it?"

"Yes sir," Ben replied as the two of them disappeared in a flash of light which, when it disappeared, revealed a single white rook in their place.

The manoeuvre was successful.

Sirzechs picked up the white rook and held it in his hand. "Now all we need to do is hold out until they rescue Gasper. Once they've done so we can begin our counter offensive."

As he said this an orange magic circle formed in the middle of the room.

"We appear to have a visitor," Grayfia observed in her formal manner.

"Well that was quicker than I expected," Azazel chuckled as he prepared himself. "I guess they're just eager to show off reveal their entire plan to us."

"I know this magic," Sirzechs said, turning around just as a figure materialised in the magic circle. "It's the magic circle of the Leviathan family."

The figure laughed as she fully materialised to reveal herself as a tall bespectacled woman with a voluptuous figure and blue-grey eyes. Her long brown hair which complimented her tanned skin had been tied into a bun with a headset. Her attire composed of an extremely low-cut dress with a high slit which exposed a large portion of her breasts.

"Very good, Sirzechs…but then again, nothing goes by you, does it?" the mysterious member of the Leviathan family jeered. "And who else would I find here except little miss Serafall herself."

"What are you doing here?" Serafall demanded as she placed herself in front of her frozen little sister."

"I'd like to know that too," Sirzechs said in a stern voice. "What is Cattleya Leviathan doing here?"

"Who, me?" Cattleya asked mockingly as she raised the staff she held in her hands above her head as it began to pulsate with tremendous power. "I'm just here to spread destruction and chaos!"

With that, the entire new school building blew up in a massive, fiery explosion which consumed everything around it.

Cattleya hovered in the air above the fiery remains of the destroyed school building and felt a wave of euphoria ran through at the destruction before her and it left her only wanting more. The magicians who weren't fighting Valerie and the Forever Knights ceased their barrage and stood, staring at the aftermath of Cattleya's explosion and waited to see the results.

As the smoke finally settled, Cattleya couldn't help but laugh at the absurdity of what she saw before her eyes.

The three leaders: Azazel, Michael, and Sirzechs had erected a powerful shield around their entire group while Serafall and Grayfia had ensured that everyone was safely under the barrier's protection.

"What's this? Oh that's adorable! The three great powers put up a defensive barrier together. Adorable and pathetic!" she cackled.

"What do you think you are doing, Cattleya?" Sirzechs demanded darkly as he maintained his flow of magic channelling into the barrier.

"What am I doing? Well that's easy, Sirzechs. I'm here to stop this disgusting meeting. The way we see it, if God and the original Devil Kings are all dead then there should be a revolution in this world, a change in management if you will," Cattleya declared.

"You're wrong, Cattleya," Sirzechs retorted as he glared up at the hovering devil. "Another war is the last thing that Devils need."

"I appreciate your thoughts, Sirzechs, but there's a few of us who disagree with you," Cattleya said sarcastically before chuckling darkly.

"What are you thinking?!" Serafall demanded after making sure her little sister was okay.

Upon hearing her voice, Cattleya's demeanour changed to one of scorn and loathing. "Serafall! You stole my Leviathan title and now dare to question me and my motives?! Just how disrespectful can you be?!"

Cattleya continued to hover while the three leaders maintaining the barrier lowered it to the ground and removed it.

"But there's no need to worry. Pretty soon I'll kill you and reclaim the title which rightfully belongs to me!" Cattleya announced loudly, tightening her grip on her staff as she did so.

"I suppose it's too much to hope that all this is just a Devil coup d'état," Azazel asked with a smooth grin on his face.

"No, I believe there's more to it than that," Michael deduced. "When you look at the company she keeps, it more likely that she's trying to take over the world," he added, gesturing to the armoured knights which surrounded them.

"Oh you got it right on the nose, Michael," Cattleya retorted with a sneer. "This decaying world is our inheritance from God and the former Devil Kings and we seek to seize control and reform it for ourselves instead—."

She was interrupted when Azazel suddenly burst out laughing.

"Hahaha! Really?! Decaying? Reform? How cliché can you possibly be? I mean, come on, it's common knowledge that the first villains to die ALWAYS spout crap like that. It's so unoriginal I can't help but laugh!"

"I'll teach you to mock me!" Cattleya snarled as she was engulfed in a powerful magical aura.

"Oh you will, will you?" Azazel said in a dangerous voice, completely devoid of the humour which was there a second ago as a similar aura suddenly surrounded him. "Sirzechs, Michael, I'll take care of her, okay?"

As he strode towards her, Sirzechs gave the member of the former Leviathan family a last warning.

"You truly have no intention of surrendering, Cattleya?" he asked her sternly.

"Not a chance in hell, Sirzechs! Don't get me wrong, you were a good Devil King but that's not going to help you for much longer as we'll replace you with an even better one."

"Very well," the Devil King sighed before he recreated the defensive barrier around him and the others so as to keep them safe from the impending battle.

Azazel unfurled all twelve of his black-feathered wings and levitated off the ground until he was level with Cattleya. "A descendent of the former Devil King, Leviathan. A desperate monster nearing her end. Not such a bad opponent. Not the best opponent I've ever had…but then again, not the worst either," he mused to himself as he stared at his opponent closely. "I think I'll treat myself to a little Armageddon."

"You don't scare me," Cattleya snarled as the two of them rose into the air and suddenly engaged in a fierce battle which lit up the dark sky with flashes of bright light.

As the two of them began their bitter battle, Sirzechs turned towards Kiba and Xenovia, "Me and Michael will continue to hold the barrier around us. Azazel has led Cattleya away from us to reduce the damage from their fight but we'll need you two to keep the magicians and knights off our back while Grayfia has finished analysing the magic circle they're using."

Without hesitation, Kiba nodded his head in confirmation. "Of course, Sirzechs. Please leave it to us."

"We'll keep them off you," Xenovia stated confidently as she raised Durandal in preparation.

"I'll go with you too," Gwen declared fiercely as she removed her white robes to reveal the same combat fatigue she wore when she was searching for the Excalibur blades with Xenovia.

"Are you sure you can work together?" Sirzechs asked as Gwen joined the two devil Knights, removing the frilly bracelet from her arm which then transformed into her Excalibur Mimic as she did so.

"Yes sir," Gwen told the Devil King without hesitation. "Xenovia and I became friends when we were part of Lord Michael's guard. All three of us have worked together before."

"Good. We're counting on you three to hold them off until Rias and Ben save Gasper and break the others from his power free," the crimson-haired Devil King said with a nod.

The three of them nodded in return before charging forward and plunging into the school yard and began their attack.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: Oooooooh! What a twist! Thumbs up to anyone who predicted the Forever Knights making their debut in this arc. They were my favourite criminal organisation in the cartoon and I was always planning to introduce them into my DxD universe. Obviously I made them a back story to fit into this universe and I hope that you had no problem with the story behind them here.**

 **Expect a lot more violence in the next chapter as well as more revelations on the status of the universe I thought up. A new form will also make its debut next time. The only hint I'll give is that it's cartoon version was a bit too goofy for my liking (not that it was terrible overall) and will have a DxD makeover.**

 **With that said and done there's one more thing I'd like to say before moving on the reviews:**

 **I am fully aware that my story will not be to everyone's liking and that some people just aren't interested in my writing style. As much as I treasure the opinions of my readers, I also value any constructive criticism people may have about my story and try to take it to heart in future.**

 **That being said, however, I don't appreciate it when people simply criticise my work without giving anything constructive to say. Believe it or not, I'm not Shakespeare or Wordsworth; I am nowhere near being able to write such incredible works of fiction, I simply do this for fun and wish to share it with the wider community for the sake of entertainment.**

 **If you have no desire to offer me constructive criticism and simply want to belittle my story then I have no wish to hear your pointless comments.**

 **Now that my rant is over:**

 **. . . . .**

 **Reviews**

 **Treyalexander63917:** **You are right, he does need to control his urges. It's just that it's yet something else he has to overcome and learn to live with thanks to the changes he is experiencing thanks to the dragons living within his Gears. You can bet that people will be shocked beyond belief when Way Big makes his appearance but don't expect it to happen too soon. I want his appearance to be unique and not stolen by anything else so please bear with me!**

 **Akuma-Heika:** **I don't want to reveal anything which could spoil future arcs but I feel it's safe to say that the ultimate bad guy in this story is not sealed in a Sacred Gear. I mentioned at the end of the Riser fight (first season conclusion) and the beginning of the Holy sword arc that Trihexa has been replaced for my story with something else which I believe will suffice for Trihexa's replacement. It was only because of Azmuth and God working together that they were able to seal Azmuth in his Gear.**

 **Spider-Man999:** **I already revealed that I have an original arc in mind which will introduce the Ben in my story with the other Ben's of the multiverse. I haven't begun to work on the story fully as it will occur sometime after the end of the Juggernaut arc which is some time away so please don't be too miffed if I don't mention it again for a while. I do have a basic outline in my mind though.**

 **Nivek Beldo:** **Thank you, yet again, for your review. I always appreciate them and see them as how much you like my story for taking the time to write such extensive reviews.**

 **The trouble with crossovers is that I don't want to stray too far from the material which drew me to using it in the first place. I know that people read my story with originality in mind and I try to deliver that but I still try to run parallel with canon moments with a bit of personalised flare attached to it.**

 **To be honest with you, I've never ever heard of fire emblem. It is only by pure coincidence that it appears similar to that, I promise you.**

 **I hope your question about the Forever Knights has been answered in this chapter. They were always going to make an appearance but I promise you that they won't be the last to make an epic appearance in this arc.**

 **I have to agree with you. My favourite scenes with Rias are when she's in 'super jealous' mode, I find her adorable in those moments.**

 **E-BLOK5290:** **All I am willing to say about Paradox is that he will make an appearance in the future but that he doesn't exist in my DxD universe. Ooh, super cryptic!**

 **Ultimatrix bearer:** **I'm glad you enjoyed my last chapter.**

 **In regards to your Gax suggestion. Omniverse killed off all respect I had for this modern Ben 10 so I never touched the remake (Why the f**k did they feel the need to remake such a perfect cartoon I'll never know). After reading your review, however, I looked Gax up on the internet and was intrigued by the concept and wondered why it hadn't been done until now. I will change it to suit my story of course but I don't see why it couldn't happen at some point. The only thing you need to wonder is where Ben would ever get the sample DNA from because my lips are sealed.**

 **. . . . .**

 **I hope to see many more reviews and hear from everyone.**

 **Until next time, ciao for now.**


	22. The Summit pt2

**A/N: Hello everyone. Sorry that this chapter is a day late but I have decided to split this final part of the summit arc in half which is why, as you've probably found out already, this chapter isn't as lengthy as the others before it. There was simply too much stuff to put in a single chapter without it becoming tedious to read as I've found some fanfic chapters to be.**

 **The next chapter will be the end of this arc and I'll move straight on to the next one right away.**

 **With that out of the way, please enjoy the chapter.**

 **. . . . . . . . . . . . . . . . . . . .**

 _Previously:_

 _Sirzechs turned towards Kiba and Xenovia, "Me and Michael will continue to hold the barrier around us. Azazel has led Cattleya away from us to reduce the damage from their fight but we'll need you two to keep the magicians and knights off our back while Grayfia has finished analysing the magic circle they're using."_

 _Without hesitation, Kiba nodded his head in confirmation. "Of course, Sirzechs. Please leave it to us."_

" _We'll keep them off you," Xenovia stated confidently as she raised Durandal in preparation._

" _I'll go with you too," Gwen declared fiercely as she removed her white robes to reveal the same combat fatigue she wore when she was searching for the Excalibur blades with Xenovia._

" _Are you sure you can work together?" Sirzechs asked as Gwen joined the two devil Knights, removing the frilly bracelet from her arm which then transformed into her Excalibur Mimic as she did so._

" _Yes sir," Gwen told the Devil King without hesitation. "Xenovia and I became friends when we were part of Lord Michael's guard. All three of us have worked together before."_

" _Good. We're counting on you three to hold them off until Rias and Ben save Gasper and break the others from his power free," the crimson-haired Devil King said with a nod._

 _The three of them nodded in return before charging forward and plunging into the school yard and began their attack._

* * *

(Five minutes earlier, the old school building)

Ben opened his eyes from the light which revealed to him that he and Rias had managed to successfully teleport under the noses of the magicians and knights and were now standing.

As he looked around, however, he noted that they had been transported to one of the various abandoned classrooms in the school building instead of their intended target which was the clubroom.

"Why did we end up here? Why didn't we end up in the clubroom as we wanted?" he asked Rias who also looked around the darkened room with confusion with soon changed into understanding.

"They must have put up a teleport barrier around the clubroom to stop any unwanted guests taking them by surprise. I'm surprised they put one up as they're the only ones who can teleport for the moment.

"Then how come we were able to teleport here from the conference room?" Ben asked.

"Because we didn't use a teleportation spell, we used a Castling manoeuvre," Rias explained. "While the same thing in a basic sense it was different enough to ignore the teleportation block inside this dome but it couldn't enter an area covered by a smaller, more concentrated barrier."

"Great! Guess we're walking then," Ben said as he made his way to the door with Rias hot on his heels.

He had nearly reached the door when suddenly…."

BOOOOOOMMMMMM!

The entire building vibrated from the explosion and brought the pair of them to a sudden stop.

"What the fuck was that?!" Ben cursed as he ran to the window where the sky appeared to be on fire as what looked like an inferno burned in the distance…exactly where the new school building should have been!

' _No!'_ Ben thought with horror at the implications before snapping himself out of it.

Rias wasn't as quick to do so, though. "No! My brother! The others!"

Ben placed his hand on hers and squeezed it to get her attention. "Hey, don't forget who you're talking about. Do you really think Sirzechs would be stopped by an explosion like that? He's not a Devil King for being good looking, is he?"

Rias couldn't help but smile at Ben's confidence. It amazed her how she had been able to get this far in life without him there with her. He was an important part of her life now and she'd never let him go. "You're right. He can handle himself."

"And don't forget that he's got Serafall, Michael and Azazel there to help him too and they're no slouches either. We've got to focus on saving Gasper and Koneko from these assholes, the others are counting on us," he added with a comforting smile on his face.

Rias nodded her head once before forcibly turning her back to the window and leaving the empty classroom and into the deserted corridor before quickly catching her bearings and heading in the direction of the clubroom with Ben beside her as she ran.

They reached the next floor up and were just reaching the final corridor before they reached the clubroom when they were brought to yet another halt when the sky lit up as flashed of light and explosions lit up the dark sky. They rushed to the window just in time to catch sight of two winged figures fighting in the sky above the ruins of the burning new school building.

Through the flashes and explosions, Ben could, thanks to his devil vision, make out the twelve black-feathered wings of the Governor-General but he had no idea who the woman he was battling was. He could only assume that she was someone of great strength if she was capable of standing against the leader of the Fallen Angels.

"Who's that woman that Azazel's fighting?" he asked Rias without taking his eyes off the fight. "She's not the one behind all this, is she?"

"I'm not sure if she's the mastermind for this attack but I do know that she's Cattleya Leviathan, a descendent of the former Leviathan. You remember the Devil civil war my brother was talking about in the conference room?"

"Yeah, he said that it was because the old Satan families and their allies wanted to keep the war against the Angels and Fallen Angels, even though it would have destroyed the Devils entirely," Ben replied, thinking back to only a few minutes ago when the peace talks were going on; back before all this craziness took over.

"It replaced the four Devil Kings who were killed in the war with Devils who earned the title through their strength and power rather than those who inherited it simply by chance of birth," Rias continued to explain.

"That was how Sirzechs and Serafall became Devil Kings, wasn't it? Because they proved themselves worthy during the civil war," Ben deduced to which Rias nodded her head.

"The decision of the new Devil Kings to stop the war when they did most likely saved us all from destruction. If they hadn't then we probably wouldn't be here today to have this conversation. That decision didn't go down well with the families of the former Devil Kings who retaliated against the new Devil Kings, naming themselves as the rightful successors to the titles. Because of this they were chased out of Devil territory to the farthest edges of the Underworld and hadn't been heard of since…until today it seems. Cattleya is one such rebel, vowing never to rest until she has reclaimed the title of Devil King Leviathan from Sona's older sister…even if it was over her dead body."

As another series of flashes illuminated the window, Rias turned away from it and headed down the corridor towards the entrance to the clubroom. "Let's keep going, we can't worry about her right now. We've still got our comrades to save and these trespassers need to pay for what they've done!"

"You're right! Let's make these bastards pay for what they've done," Ben growled lowly, surprising himself at how he still felt in control of himself yet it was clear his draconic side was emerging. He looked down at his arm to see the silver bracelet that Azazel had given him.

"I want you to promote yourself to Queen before we go in there, Ben," Rias told him as they neared the wooden doors.

"Right! [Promotion: Queen!]" Ben exclaimed before feeling his body flow with power.

The two of them stopped outside the wooden doors and glanced at each other before they launched their rescue.

"You ready?" she muttered as she was engulfed in her familiar crimson aura.

Ben only nodded in response as Rias sent a burst of demonic energy towards the door causing it to splinter into a million fragments and create a smoke screen which Ben took immediate advantage of. He charged forward, spotting two armoured knights in front of the doorway, taken completely off guard by Rias' attack, which he launched himself at, taking hold of their armoured heads in his gauntlets before thrusting them to the floor with as much force as he could muster. Through all the different sounds coming from all around him, Ben could catch the dull 'crack' as their heads struck the floor, leaving sizeable dents in them.

The other occupants of the room had recovered from Rias' initial assault and were shocked at the sudden arrival of two devils.

"Impossible!" one of the magicians cried in shock. "How were they able to teleport here?!"

"I don't know," a female knight exclaimed as she raised her shield and sword in front of her. "I thought you magicians had put up another anti-teleport barrier in case something like this happened!"

"We did!" another magician assured her armoured comrade. "It must be some sneaky devil trick!"

"Fucking monsters!" a knight, male from the sound of their voice, sneered as he raised his sword in a defensive stance.

The two devils in question ignored all the other insults and curses thrown at them when they heard the sound of the captured comrade they had come to rescue.

"R-Rias! B-Ben!" the terrified dhampir cried from the chair he had been tied. Ben could just make out the tattered remains of Gasper's paper bag mask lying on the floor beside him and couldn't help but feel his fury grow exponentially. He wanted to hurt these fancy magic users and canned humans.

It was an extremely strange sensation he was feeling. Ben knew the dangers of losing himself to his emotions, particularly in a battle, yet, unlike last time, he couldn't feel himself losing control. He was still himself yet could feel these immense emotions flow through him.

 _ **[It's thanks to Azazel's bracelet,]**_ Azmuth informed him, his voice echoing in Ben's head. _**[It keeps you safe from letting your draconic, alpha side takeover.]**_

" _Sweet!"_ Ben muttered happily in his head before returning back to the situation at hand.

"Gasper! Koneko! I'm so glad you're both okay!" the crimson-haired heiress sighed with relief as she spotted her white-haired rook tied up in a similar manner. The fact that she was tied down with the same rope as Gasper and couldn't free herself told Ben that it must have been strength-cancelling rope.

"Koneko, Gasper! How are you?" Ben asked his two friends and comrades.

"Better now that you guys have turned up," Koneko said with a small smile while Gasper wailed in his response.

"I-I'm so sorry, Rias! I-It's all my fault!" the young dhampir wept with shame. "Please just kill me and get it over with."

"Not going to happen, little buddy," Ben retorted in a split second as he clenched his fists in anticipation of the impending fight.

"It'd be better for everyone if I was just dead! I'm a useless coward who can't help but hurt my friends!" Gasper continued to plea as tears trickled down his cheeks. "I don't deserve to live!"

"Don't go spouting that crap, Gasper!" Ben ordered loudly, causing Gasper to look up at him with his tear-streaked face. "Despite what people think, there isn't some 'Grand Plan'. Life is a precious thing and shouldn't be squandered so eagerly."

"Ben's right, Gasper," Rias agreed with a kind smile for her terrified servant. "Do you remember what I told you when you became one of us?"

At her warm words, Gasper did as she asked and thought back to when he first met Rias. He had worked up the courage to finally escape the castle after suffering from years of prejudice, hatred and fear, only to be killed by vampire hunters. Just as he was taking his last breaths, Rias appeared and decided to reincarnate him as one of her servants. The words she said to him then still echoed in his ears.

" _Live for me, little one. At the same time, find a way of being that will make you happy. You are my servant and a valuable part of my household."_

"I made a promise to you on that day too," Rias added. "I will not, now or ever, abandon you."

Their conversation was suddenly interrupted when one of the Forever Knights struck Gasper with their armoured hand. She then seized his hair tightly and held up his face while he gave Ben and Rias a sneer.

"You repulsive creatures are so fucking stupid! I find it sickening that you treat this half-vampire as if it was an actual person. It's just as the old Devil King faction says; the Gremory family are as dumb as they as affectionate and overwhelming with unnatural power."

"You don't want to do that!" Ben growled dangerously at the knight who struck his friend so ruthlessly and then insulted Rias and her family.

The knight ignored Ben and chose to keep his attention on Rias. "If you were smart, you would have brainwashed this half-vampire freak and use it as your own personal weapon. If you had made its Gear run out of control like we have done, you could have ended the Fallen Angels overnight by throwing it into their territory. Why haven't you done something like that already? Could it be that you intend to treat this thing as a…friend." He spat the last word out with disgust at the very notion.

Rias placed her hands on her hip and smirked at the knight though she addressed all of them. "I know this will be beyond the realms of your simple understanding but my servants are actually cared for. Shocking, I know!"

"Disrespectful bitch!" one of the female magicians hissed with fury as she fired a magic bullet from the pattern on the hood of her robes which covered her face. The bullet shot through the air before Ben could react, streaking past Rias' cheek though it was close enough to cut her white skin begin to bleed with small trickles of blood trailing down her cheek.

Seeing this was the final straw for Ben. He growled again, but this time his growl wasn't human. Instead, it had morphed into one which reminded him of the times Azmuth or Ddraig growled.

It seemed some of the magicians had the good sense to appear concerned with the dark aura which descended on the room. The knights, however, remained vigilant and prepared themselves accordingly.

"That's it!" he growled darkly as he brought up his emerald gauntlet and cycled through his forms, stopping on one that seemed oddly appropriate in the current situation. He slammed the dial down and disappeared in a flash of bright green light which forced the magicians and knights to cover their eyes from the unexpected action.

 **[Transform: Vampire!]**

The light disappeared to reveal Ben's new form. Rias and Koneko were confused at first because it appeared as if Ben hadn't actually changed his form at all. However, when they were able to look closer they saw that his face had changed considerably. While Rias already thought it was perfect the way it was, Ben's face had become doll-like in its attractiveness which removed any imperfections from it. A set of extremely deadly-looking fangs could be seen in his mouth and his eyes had turned blood-red in colour.

The two things they did take immediate notice of was the corpse-like skin tone Ben now possessed and the cold aura which now could now be felt by everyone in the room.

The gathered terrorists were completely taken aback by Ben's sudden transformation and several backed away at sight of his new, vampiric form.

"What the fuck!"

"We didn't anticipate two blood-sucking monsters!"

It was the knight who now held a knife to Gasper's neck which recovered the fastest.

"Who gives a flying fuck what that bastard can turn into?! If he takes a single step, I slit this little vampire cunt's neck from ear-to-ear!" he bellowed furiously, his knife already drawing a little blood from the terrified Gasper's neck.

"You kidnap my friends, you insult my master and her family," Ben listed off their actions in a low growl as he glared at the knight who held Gasper hostage. "You threaten to kill one of my comrades, and you had the nerve to strike my master and cut her?!"

"Two things are going to happen," he added as he clenched and unclenched his fists menacingly. "Firstly I'm going to return Gasper and Koneko back where they belong, and then I'm going to kill every last one of you!"

"Tough words coming from a vile monster not fit to breathe the same air as us," the lead knight spat back, unafraid, as he kept his blade pressed against Gasper's neck. One of his subordinates had also taken to following her leader's actions and stood behind Koneko and had a knife pressed against her neck though she failed to spot how it wasn't able to break her skin thanks to her Rook piece.

"And how do you plan on taking this abomination from us, exactly?" the lead knight sneered, completely failing, along with the rest of the terrorists, to notice the shadows surrounding Gasper and Koneko's chair start changing their shape.

Rias, on the other hand, did spot the change in the shadows and, realising what Ben was about to do, called out to Gasper to calm the poor dhampir down. "Don't worry, Gasper. We'll get you back to us and I promise to scold you over and over again for all the trouble you have caused us, and when this is all over I'll hold you close and never let you go," she told him warmly, making sure he looked her in the eye as she said this.

"Y-You w-will?!" Gasper sobbed as tears continued to fall down his cheek.

"That's right, Gasper!" Ben stated firmly, his eyes never leaving the bastard knight holding a blade to Gasper's throat. "You don't need to be afraid anymore! You've got all of us, all of Rias' peerage. We're all your friends and will never turn our backs on you!"

"Will you shut the fuck up!" the lead knight barked fiercely. "I've heard enough of this emotional bullshit! Monsters like you are a blight on this world and it is our duty to destroy creatures like you wherever we find you!"

"I'll be more than happy to put you out of your misery," Ben growled as he raised his left hand in front of him and clenched it tightly, springing his trap. Several, black, elongated arms quickly rose up out of the shadows below the two knights holding Koneko and Gasper hostage and took hold of their arms, holding them in place and preventing them from inflicting any damage with their blades. The one standing behind Koneko was taken off guard by Ben's attack and, not as strong willed as his boss, completely freaked out as the hands, created out of the very shadows, took hold of him and pulled him away from the chair while another pair of shadow hands made quick work of the white-haired rook's bonds, freeing her. As soon as she was out of her bonds she leapt over the chair she had been tied to mere seconds ago and tackled the knight who had been standing behind her as well as a magician who was standing next to the knight when the rook tackled her.

The knight who appeared to be in charge, however, was more composed than his subordinate and didn't appear fazed by the hands which clung to his armour. In fact, he tried to carry out his threat and slit Gasper's throat. Before the muscles in his arm and hand could even begin to tense up to carry out his will, Ben charged forward, disappearing in the blink of an eye. He reappeared in front of the knight and twisted the hand which held the blade to Gasper's throat and broke it, crushing every bone in the knight's gauntleted hand as easily as if he had just crushed a handful of dried leaves.

The knight released a shrill cry of pain as his hand was crushed though he didn't have much time to cradle his now useless hand as Ben's hands reached up to his helmet and, without saying another word to the man who was so willing to kill Gasper a second ago, spun his head the wrong way, snapping it without any apparent effort needed, the dull 'crack' as his neck broke.

Ben released his hold on the knight who instantly crumpled to the floor with a loud clang as his armour struck the floor.

"Good riddance," he growled as he made quick work on Gasper's bonds. Once he was finally free, Ben pulled him out of the chair and chucked him towards Rias who caught the dhampir and embraced him while she watched Ben turn his attention to the rest of the terrorists.

"Who's next?" he asked as he cracked his knuckles in anticipation.

"You fucker!" a knight bellowed with rage as she drew her sword and prepared to strike.

"We should have killed you as soon as you entered the room!" a magician exclaimed as she and the rest of her comrades began to fire more magical bolts towards him. Before they could do anything though, Ben snapped his fingers, creating several more arms out of the shadows which attacked the magicians and knights. Though they tried to break free from the numerous shadows with blows from their swords and magical bolts, the shadows merely reformed, ignoring whatever damage was dealt to them and continued to hold them in place.

While this was happening, Ben disappeared in a puff of smoke and was replaced by a flock of black, red-eyed bats which flew around the dark room before swooping down on the female magicians all at once. The magicians and knights tried their best to drive off the swarm which surrounded them with their blades and magical bolts but the swarm easily avoided each strike and while they could do little more than distract and antagonise the knights, they could do more damage to the magicians who wore particularly revealing robes, leaving plenty of exposed flesh for the bats to latch onto and bite.

"Argh! You intend to suck our blood?!" a magician exclaimed as she tried to swat the bats away only for more bats to appear and latch onto her skin.

"Damn you, you foul creature!" another cried as she fired magical bolts at the bats which was met with the same level of success as her comrades.

[I don't want your blood in my veins!] Ben's voice echoed around the room, the eyes of the bats glowing blazingly as he spoke. [Your blood doesn't deserve to be consumed by me. No, I want your magical power and life force.]

As he said this, the magicians were already feeling the effects of the swarm's attack. Unable to muster any more magic power to fight off the bats nor the physical strength to remain standing, all of the magicians began to collapse to the floor and fall unconscious from Ben's assault. Once the last magician had fallen to the floor the flock of bats congregated in the middle of the room before Ben reappeared before everyone in another cloud of smoke.

"As much as I want to kill you bastards," he declared to the unconscious magicians with a deep breath. "You're more useful to us alive than dead."

"Ben, look out!" Koneko's voice called out from the other side of the room where she was dealing with the last remaining knights who were still standing.

Ben turned around just in time to see the last knight in room with his sword raised above his head. He had broken free of Ben's shadow hands and had decided to avenge his comrades instead of trying to escape.

"I'll fucking kill you, monster!" he cried manically as he charged.

"However…," Ben grunted as he raised his Boosted Gear above his head and caught the blade as the knight brought it crashing down with a loud 'clang' as it struck the gauntlet, stopping his attack in its tracks. He took hold of the blade tightly as he brought his left arm up and punched the Forever Knight in the chest as hard as he could, his emerald gauntlet leaving a deep dent in the armour, causing the knight to collapse to the floor in a crumpled heap. "…I don't have any issue with dealing with you."

Ben looked back at the others to see Koneko disposing of the last knight and letting him fall to the floor, his armour severely dented in several areas whereas Koneko looked as though she hadn't just been in a hostage situation nor a fight shortly after.

Their mission had been successful. They had rescued Gasper from the terrorists.

* * *

As Ben dragged the last magician he had tied up over to the magic circle Rias had created which would send them to the appropriate authorities in the Underworld to be interrogated. It would be impossible to send them there at the moment as the barrier which prevented them from leaving the dome around the school was still in place. Because of this, Rias had created a holding circle which would keep the prisoners secure until they could send them to the authorities.

Koneko had even managed to keep one of the knights alive for interrogation which was a surprise to Ben from the state the knight was in after the Gremory Rook had dealt with him. At least they may be able to get some information about the knights from him when he's sent to the Underworld.

 _ **[It seems that that bracelet that Azazel gave you works after all,]**_ Azmuth muttered in Ben's head as he secured the magician in place and checked the other prisoners. _**[Your emotional state would have driven you over the edge if not for that bracelet keeping you in control.]**_

" _You're right,"_ Ben admitted as he thought back to the recent fight. _"I could feel the change that my transformation brought on but I was still able to keep myself under control."_

 _ **[I wouldn't recommend going that far with your vampiric form until you reach or surpass the power of that bracelet,]**_ the emerald dragon added.

" _Don't worry about that,"_ Ben murmured as he rose to his feet. _"I've got no intention of pushing my luck."_

"H-Hey Ben?"

Ben glanced round to see Gasper standing before him and looking worse for wear though, from what he had just gone through, that wasn't completely a surprise. He could see the glisten of the metal bracelet which Gasper was wearing on his left arm to prevent his Gear from going out of control again.

"Hey there Gasper. How are you feeling?" Ben asked, patting the dhampir on the shoulder kindly.

"B-Better. Umm, thanks for rescuing me," he muttered timidly.

"Hey, there's no need to be so sullen, buddy," Ben retorted with a warm smile. "I already told you that I'm your friend; we all are. I'll never turn my back on you…ever."

Gasper seemed to look up at Ben with something akin to awe before he looked back down at the floor and shuffled his feet nervously. "A-Are you injured? F-From your fight I mean," he asked with concern.

Ben just laughed off his concern. "No I'm not injured. Compared to the other fights I've been in, this was a pretty much injury-free one which is a nice change."

"R-Really? So you've been in a lot of fights and gotten injured before?" Gasper asked with curiosity.

Ben scratched the back of his head as he thought about Gasper's question. "I don't usually find myself in a fight but when I think about it, I've been in quite a number of fights since I became a devil. I'm not saying that's the cause though. After all, a fallen angel ripped a hole in my stomach before I even knew Devils existed."

"Wow," Gasper gasped with wonder. "You must be super tough!"

Ben just laughed at this and ruffled Gasper's hair. He'd never had a younger brother before but he believed that this must be what it felt like to have one.

Their conversation came to an end when Rias and Koneko approached the two of them. "Alright, they're all tied up and ready to be transported. Come on you two, let's return to the others!"

The four devils exited the damaged clubroom (it would have to be repaired after the attack had been repelled) and hurriedly made their way through the dark corridors of the old school building, the only light coming from the battle outside the main building. Gasper stayed close to Ben as they made their way through the building.

They made it to the entrance of the building just as another wave of knights and magicians appeared through their magic circles and began to assault the new school building.

Through the light show, courtesy of the terrorists, Ben could make out Kiba, Xenovia and Gwen holding off the enemy and protecting the others who were behind a durable shield which was being maintained by Sirzechs.

"It looks like they could use some help," Ben observed as he noted the three sword wielders being hard-pressed to hold off the enemy.

"Ben! Koneko! Go and assist them!" Rias ordered as she placed her hands on Gasper's shoulders. "I'll take Gasper to the others where he'll be safe!"

"You got it, Rias!" Ben and Koneko replied in unison before taking off to aid their comrades.

* * *

(A few minutes earlier)

"Hyah!" Kiba cried as he cleaved through the protective barriers that the magicians placed around themselves, cutting down the individual behind the barrier.

He had lost track of how many knights and magicians he had cut down throughout the fight though it mattered little in the end. For every enemy he cut down, two more would take their place.

"There's no end to them," he exclaimed as he blocked a blow from a Forever Knight.

"You're telling me!" Xenovia shouted back as she slashed a magician, cutting yet another one down before she was forced into a defensive stance when a group of magicians took note of her and began to unleash a barrage of magical bolts at her.

She was so caught up in defending herself from their onslaught that the azure-haired swordswoman failed to notice the knight who had snuck up behind her and was poised to deliver a lethal blow on her. Before his blade came crashing down on her, however, a metallic ribbon appeared out of nowhere and wrapped itself around the knight, catching him completely off guard. The owner of the metallic ribbon revealed itself to be Gwen who leapt over the knight, landing next to Xenovia, using her momentum to lift the knight into the air and bringing him down hard on a squad of knights in front of her before reforming her sword back to it blade-like shape and cutting the lot of them down.

The two swordswomen moved back until their backs were touching as they each held the enemy at bay.

"Thanks for that," Xenovia grunted in thanks as she blocked a magical bolt which was launched at her from one of the many magicians surrounding them.

"I don't want your thanks, Xenovia," Gwen stated as she cut down a knight who had launched himself at her. "I just want to know why you never told me the truth. Did you forget how long we've been partners?"

"Of course not!" Xenovia retorted, shocked that Gwen would even go there. "I couldn't tell you that I had been exiled without being forced to tell you that God was dead. You were always the smart one with us, you would never have accepted that I was exiled without any explanation. I knew you would still be suspicious of the reason behind my expulsion from the church but it was the only to do it and protect you from the truth."

"But why hide it in the first place?!"

"You were the most pious out of the two of us," Xenovia explained. "I didn't have the strength to tell you that God no longer existed."

Gwen was silent for a moment as she processed Xenovia's explanation. "I guess that's a decent enough reason to keep the truth from me. Don't get me wrong, I'm still upset that you couldn't tell me the truth. That's for another day though; let's take these guys down! If we can get peace between our three factions, you will no longer be my enemy!"

"And you won't be mine either," Xenovia replied with a smile.

"Less talk, you two!" Kiba shouted over at them as he sliced through another squad of knights and turned his attention to another squad of knights who were firing magical bolts at Sirzechs and the others with their crossbows. "We've still got a lot to do before we're in the clear!"

A sudden burst of light caught Kiba's attention and he looked up to the battle being waged above them. The awesome roaring sound of power could be heard clearly as the Governor-General fought Cattleya Leviathan with fierce determination.

"Have some of this!" he bellowed loudly as he created multiple Light spears, all of which very thick and heavy, before quickly launching them in Cattleya's direction. Instead of impacting the devil, the spears merely exploded in a bright light show as they impacted the several defensive magic circles which now laid out before her, blocking the assault. It was by the skill of the two combatants that neither one of their attacks had touched the defensive barrier around the school. If their attacks ever did make contact with it then it was almost certain that it would be brought down by the raw power of the devil and fallen angel and the surrounding residential area outside the dome would have taken serious damage.

"Is that the best you've got, Azazel?" Cattleya taunted with a maniacal cackle. "I must have overestimated the power of the three faction leaders."

"I'd hate to disappoint," Azazel retorted with a smug grin as he threw more Light spears at the devil only for her to block them yet again.

Kiba turned his attention away from the devil and fallen angel as another squad of Forever Knights charged towards him, their blades raised and malice in their eyes. He blocked the swings that three of them took against him and counterstruck, slaying two of the knights and causing the two of them to disintegrate and disappear.

"Die you fucking bastard!" the third knight bellowed as he clashed swords with Kiba yet again and the two of them found themselves in a stalemate as they struggled to break their sword free of them clash and strike the final blow.

Unfortunately, Kiba failed to spot the fourth knight who had made his way behind Kiba in time and offered no counter or retaliation when the knight launched himself in the air, his sword raised and directed towards Kiba's unguarded back. Just as Kiba was going to risk disengaging from the knight he was currently battling with and blocking the fourth knight's attack, the knight suddenly exploded in a shower of bright sparks, disappearing off the face of the earth.

It was Ben!

"Looks like you could use some help," Ben observed from within the crimson-plated dragon armour which encased him when he drew Ascalon from his Boosted Gear.

"Thanks for that, Ben," Kiba replied before fully noticing the new armour that Ben was wearing. "Where did you get that armour from? I've never seen it before."

"You can thank Ascalon for this," Ben explained, gesturing to his armour-clad body. "I'm still learning about this sword but now's not the time, don't you agree?" he asked before using his blade to erect a protective shield in front of the two of them just as a barrage of magic bolts were fired from the horde of magicians and knights in front of them.

"Let's take these bastards down," Ben growled as he charged towards the throng of enemies before, though not before swinging Ascalon in a horizontal line in front of him which emitted a wave of energy which struck the front line of knights who had broken into a charge.

"I'm right by your side!" Kiba called out loudly against the bellow of battle and quickly appeared on Ben's right side as the two of them met with the knights in battle and began to engage with the knights in fierce combat.

"You'd think these guys would recognise the sword that they believe belongs to them," Ben stated as he cut through a knight's defence, causing the knight to explode in a shower of light. "I was half-expecting them to recognise me as their king and surrender."

"I wouldn't count on it, Ben," Kiba shouted back at him as he made quick work of the knights before him too. "The modern Forever Knights are very different from their original order. I doubt that they believe in its legend anymore."

"Aww, shame," Ben retorted. "It could've made this a lot easier."

As the battle grew more intense, Ben and Kiba were soon joined by Koneko who needed no weapons thanks to her impressive Rook-level strength which allowed her to wreak havoc in the Forever Knights' battle formations. Rias also arrived to provide protection against the numerous magicians hovering above them by blocking their magic bolts from hitting a target while also returning fire with her potent Power of Destruction magic which cut swaths through the magicians' numbers.

Ben quickly noticed as he continued to swing his blade and end the lives of numerous terrorists that, no matter how many knights disintegrated under his blade, another two would come to take their place.

"We could really use Akeno and the others right about now," Ben shouted out to the others as he defended himself against four knights which tried to overwhelm him with their numbers. While he had trained with Kiba to improve his swordsmanship skills, he was still nowhere near as skilled as Kiba, Xenovia or even Gwen. Ascalon's power made it easier to swing the blade and cut through the armour of the knights but he wasn't skilled enough to block every single one of their strikes and it was only thanks to his impenetrable armour that he hadn't been injured yet.

That being said though, he could still feel a sizable drain on his strength as he wielded the powerful blade. He'd come to the conclusion that it was thanks to the bracelet that Azazel had given him that reduced the draw on his strength to its current level.

The number of knights and magicians never seemed to diminish and it was soon becoming harder for his comrades to hold their ground. Koneko had a noticeable number of small cuts and bruises on her body as did Kiba though the pair of them still fought on with fiery determination. Rias was also finding herself being hard-pressed with the magicians who were steadily making their way through her protective magic circles and Ben had to divert his attention to the ones closest to Rias and trying to flank her. The billowing cloak hanging from the back of his armour changed form, transforming into a pair of large, crimson-scaled dragon wings which launched him into the air at great speed and allowed him to engage with the magicians on their level.

The battle continued to rage both on the school grounds as well as in the skies above it with little change until –.

"Ben! Rias!"

The two devils in question turned back to the small dome being maintained by Sirzechs and Michael to see Gasper kneeling on the ground and staring at them with wide, teary eyes.

"This is all my fault! I want to be strong, just like Ben! I want to make all of you proud of me!"

Ben cut down two more magicians who got too close to him and turned towards Rias who was staring at Gasper with a concerned look on her face.

"Rias!" he called out to her, directing her attention to him. "I'll go help Gasper!"

The red-haired devil stared at him for a few silent seconds before she nodded her head and returned her attention to the new wave of magicians which had begun another assault.

Once he had dispatched of all the terrorists in front of him, Ben shot through the air, landing in front of the small dhampir and sending Ascalon back into his Boosted Gear which subsequently caused his draconic armour to disappear too.

"What are you planning to do, Gasper?" he asked his young comrade earnestly, not wanting Gasper to put himself through anything else which would cause him pain.

"I'm going to unfreeze time! I need to undo what my stupid power did to the others and free them!" Gasper replied firmly as he moved his hand to the bracelet which contained his power but Ben beat him to it and prevented him from going any further.

"No! That's far too dangerous, Gasper! What if something happens to you?! You've been through enough already!" he chastised Gasper in a big brotherly manner.

Gasper didn't back down though. In fact, he appeared more determined than Ben had ever seen him before, even with his eyes glistening with tears.

"It's because of me that Asia and Akeno are frozen! I'm the only one who can fix it!"

Ben glanced past Gasper at the frozen forms of Asia, Akeno, Sona and her Queen, and knew that Gasper was telling the truth. As it was his Forbidden Balor View which froze time it needed to be his Sacred Gear which unfroze it.

"Can you do it?" Ben asked Gasper urgently. For Gasper's Gear to have done what it did it had taken the terrorists to forcing it to achieve Balance Breaker conditions and it was only natural to assume that the same conditions needed to be met to undo what the Gear had frozen in time.

"I don't know…but I still have to try!" Gasper stated firmly as he, again, tried to pull off the bracelet but, still, Ben prevented him from doing so. Unlike before, however, this time it wasn't because he was stopping Gasper from acting out his plan. Instead it was because he had just been struck by an idea from the advice he remembered Azazel giving them two days ago.

"Why don't you try some of my blood?" When Gasper looked like he was about to adamantly refuse Ben's offer yet again, Ben stopped him from doing so. "I know you don't like blood but this isn't the time for that. If it can give you the power to unfreeze time then you should take it, okay?"

Gasper stared up at Ben for a few seconds before gulping and nodding his head hesitantly.

"Alright then," Ben said as his Boosted Gear disappeared to reveal his normal hand which he brought up in front of him and, using the tip of the claws on his emerald gauntlet, cut the tip of his index finger, a thin line of blood already beginning to trickle down his finger. Without waiting a second more, Ben thrust his bleeding finger in front of Gasper and motioned for him to take it.

Gasper stared at Ben's reddened finger as his tongue emerged and licked Ben's finger. In an instant, Gasper felt his power rising rapidly and stood up while ripping off the bracelet. As the bracelet fell off his arm, the young dhampir was engulfed in a bright light which forced Ben to cover his eyes from the blinding light.

The light dissipated a few seconds later and Ben had to blink his eyes a few times to return his vision after it became blurred for being so close to the sudden bright light. When his eyesight returned he looked up to the sky to see that the purple hue which covered the sky after Gasper's Gear froze time had now disappeared.

"Looks like he did it," Sirzechs observed as he also starred up at the sky.

"What's going on?"

Ben's gaze returned back down to earth at the sound of Asia's confused voice. Both she and Akeno had been unfrozen and were understandably confused at everything going on around them. Behind them, Sona also appeared confused by everything happening around her though that was quickly changed when she was suddenly embraced by Serafall who held her little sister tight and expressed her relief for getting her darling sister back.

"How did we suddenly get outside?" Akeno asked as she looked around, taking notice of the magicians and knights surrounding the school.

"He did it…," Rias said as she stopped next to Ben, her gaze still pointed towards the sky. "He made everything go back to normal. He even closed the enemy teleportation circles."

Ben followed her gaze skyward and saw that it was true. When Gasper undid what the terrorists had forced him to do he had also forcibly closed the gates which the knights and magicians had been using to bring their troops into the protective dome.

"Way to go Gasper," Ben said with relief. Without the gates the knights nor the magicians would be able to get any more reinforcements. When the dhampir in question didn't say anything in response Ben turned around just in time to see a weak-kneed Gasper collapse to the floor. Before he struck the floor though, he was caught by Asia who immediately ran to his aid.

"What's going on?" Asia asked with confusion. "I don't understand what's happening."

"We'll tell you about it later," Ben told her as he rose to his feet and turned to face the remaining enemy forces.

"Ben's right. We'll tell you everything afterwards," Rias declared as she took to the skies once more with the aid of her bat-like wings. "But for now, I need everyone's help!"

Without requiring any further information, Akeno changed into her Thunder Priestess clothing and joined her King in a fierce attack against the magicians who had been demoralised by the loss of their teleportation circle.

Ben was about to bring out Ascalon once again and charge into battle himself but paused when Azmuth's voice rang out in his head.

 _ **[I wouldn't recommend you use Ascalon for the rest of this battle, Ben. It's an incredibly powerful artefact and the**_ _**only reason you haven't fully felt the sap in your strength from wielding it is because of that bracelet Azazel gave you. You've already worn the bracelet down to half of its original power,]**_ the emerald dragon cautioned Ben.

" _Seriously! Using Ascalon used that much power in such a short time?!"_ Ben asked incredulously to which Azmuth responded with a grunt in the affirmative. _"I'd better stick with your Gear for now then. Who knows when I'd have to use to Balance Break with a transformation."_

With his mind made up, Ben brought up his Transformation Gear, skimmed through the various forms until he found the one he wanted and slammed down the dial, drowning himself in emerald green light which lit up the entire school field.

 **[Transform: Heatblast!]**

Even before the light had fully diminished, Ben had charged towards the enemy with the odd fireball thrown here and there before he met the knights head on, joining Kiba, Xenovia and Gwen in their fight against their armoured foes.

In the skies above the battle, Azazel and Cattleya had stopped fighting momentarily when the sky had returned to relative normality and the teleportation circles had been closed.

"It seems like your little plan has gone up in smoke," Azazel said with a smirk as he returned his attention back on his opponent.

"Don't get ahead of yourself!" Cattleya snarled as she fired a bolt of purple energy which the Governor-General easily avoided.

"Well I think I should start wrapping things up here," Azazel stated nonchalantly as he rummaged around in his partially opened shirt. "It's not that this hasn't been an enjoyable experience. It's the first time in a while that I've been able to use a good portion of my power; not all of it, just more than I've used in a long time."

"What's that you're holding?" Cattleya demanded as she raised her staff up defensively.

"Oh, this little thing?" Azazel asked, nodding towards the golden dagger he held in his hand, a purple jewel resting in its pommel. "Something much more interesting than war. It's no secret that I'm fascinated by Sacred Gears and this is something of a hobby of mine."

He raised the dagger above his head as the purple jewel began to pulsate with power. "May I present the Downfall Dragon Spear. An artificial Gear developed by little old me. I've gone beyond a mere Sacred Gear enthusiast and produce them myself. Truth be told though, most of them are complete garbage. God, now He was a true artist when he developed Sacred Gears. In fact, before this summit and learned some things, Sacred Gears were the only thing I respected Him for. They're the most fascinating thing God ever made in my view."

"You'd best enjoy them while you can!" Cattleya spat back with disgust. "Sacred Gears won't exist in the new world we are making."

"You have to own the world first," Azazel retorted as the light grew brighter and engulfed the Governor-General.

[Balance Break!]

The flash of light subsided to reveal Azazel who was now adorned in golden-plated armour. It radiated with a golden aura and held an uncanny resemblance to Ben's dragon armour. His twelve pitch-black wings were spread out behind him, a huge spear made of Light in his hands.

Down below, Ben, still in his fiery form, looked upwards at Azazel's transformation with fascination.

"Shit!" he muttered under his breath. "Isn't that…?"

 **[No, that isn't a true Sacred Gear,]** Ddraig said, cutting Ben off mid-sentence. **[That's an artificial gear that's been forced into a Burst state. It's essentially a disposable Sacred Gear with a single use.]**

 **[Interesting,]** Azmuth murmured with rarely seen interest. **[To think that others, aside from God can create Sacred Gears. Even if they are vastly inferior to the original Gears, it's still an impressive feat nonetheless.]**

"Say hello to the armour of the Fallen Dragon. This is my Downfall Dragon Spear Armour!" Azazel declared as he gestured to Cattleya "Now…come at me."

Cattleya snarled manically as dark energy swirled around her. "I'll fucking kill you, Azazel!" she screeched as she charged forward at a blinding speed. However, this was still not fast enough to get past Azazel who easily dodged her attack and slashed her waist with his huge Light spear. Cattleya screamed in pain as fresh blood spurted out from the large wound Azazel had just inflicted on her.

This didn't stop her though as she glared at Azazel with murderous intent. Suddenly, her arms transformed into large multiple-limbed, tentacle-like appendages which shot forward and wrapped around Azazel's left arm.

"This isn't over!" she bellowed as her tentacle-like appendages appeared to meld with Azazel's left armoured arm. "I don't necessarily have to live to see the creation of our new world! If I can take out even one of the three powers, I'll gladly welcome death! I'll destroy myself for glory!"

"Huh. You'll destroy yourself? I don't mean to mock your hopes and dreams but it just doesn't seem worth it," Azazel retorted as he took everyone looking completely by surprise when, without a single moment of hesitation, he took the large Light spear in his right hand and sliced off his left arm, just above the elbow, and let it fall away as Cattleya lost her tether to his body. In the same movement, he arched back his right arm and threw his spear straight at her. It arced through the air like a bullet from a gun and went straight through Cattleya's skull and caused the devil's body to explode before turning to dust and vanishing into the dark sky.

"I'm only willing to give up my arm for you. No dream is worth dying for," the Governor-General stated nonchalantly as his armour shattered and disappeared, revealing his normal form except for his left arm which was missing from the elbow up.

Appearing unconcerned that he was now missing his left arm, Azazel merely clicked his tongue as he held the jewel-like object, the only thing remaining from the Sacred Gear. "So this is the limit of your capabilities. You've still got a lot of room for improvement; I guess I'll keep you around for a little while longer, Dragon King Fafnir.

Even with Cattleya destroyed, the battle continued to rage down below. However, as the portals which brought the magicians and knights into the protective barrier had been closed, the remaining terrorists fell before the onslaught of the Occult Research Club and their allies. Before long, the last remnants of the enemy had been destroyed. As Ben incinerated the last group of knights with a large fireball, a sudden explosion erupted behind him and sent him to the floor, drawing the attention of everyone left standing.

"What the hell was that?!" Ben groaned as he picked himself up off the floor and turned around to see Azazel crawling out of the deep crater which had been added to the collection of craters around the academy field.

"I must be losing my edge if you're able to take me by surprise," Azazel grumbled as he rested on his right arm and looked up at the white-armoured figure hovering above him.

"Sorry, 'Zazel," Valerie stated as she crossed her arms under her armoured chest. "It just looks more interesting on this side of the field."

"So you're the bitch who betrayed us," Ben deduced as he reverted back into his normal form with a quick flash of light.

"So when did you decide to do this?" Azazel asked with genuine curiosity as he crawled out of the hole and stood upright with his right hand in his coat pocket.

"I actually got the offer to join them when I was returning Kokabiel back to headquarters. What can I say? They seem more fun," Valerie explained impassively.

"Well I can't say that this comes as a complete surprise," Azazel shrugged as his twelve black wings unfurled and levitated off the ground until he reached the same level as Valerie. "But there is one small thing which I'm curious about."

"Oh, and what's that?" she asked curiously.

"You remember my vice Governor-General, Shemhaza? Well he's been doing a little digging for me and has found out about an organisation which has been gathering members from various factions together. What were they called again? Oh yeah, that's right, the Khaos Brigade," Azazel stated with a confident smirk on his face.

"And I bet I can guess who's leading your little group; it has to be Ophis, the Ouroboros Dragon. Please correct me if I'm wrong." Valerie's silence was all Azazel needed to know his theory was correct.

 **[Hmmm, not that bastard again,]** Azmuth growled with annoyance, surprising Ben.

"Do you know him?" Ben asked, glancing down at his emerald gauntlet's jewel which glowed as the ancient dragon spoke.

 **[You could say that,]** Azmuth replied with annoyance clear in his voice. **[He's the infinite Dragon God. One of the other Dragon Gods beside myself and is so strong that even God was cautious with him. He was stronger than me even when I was at my full power.]**

"Stronger than you?!" Ben exclaimed with trepidation as he struggled to even comprehend such a being. He was prevented from saying anything further as Valerie responded to Azazel's statement.

"The offer they gave me was a pretty attractive one. 'Wouldn't you like to fight against Asgard?' How could I possibly reject an offer like that? They offered me opponents to test my power against, something you wouldn't do, Azazel. You are against fighting the Asgardians, aren't you? You're against war in general, aren't you? I'll admit that I always admired your dedication to that belief, it's just not my belief though."

"I believe I told you to 'become strong'," Azazel said with a small smirk on his face. "Perhaps I should have added the condition that you 'don't destroy the world in the process.'

Valerie chuckled at Azazel's comment. "I don't want to destroy the world. I just want to fight capable opponents for eternity and the Khaos Brigade provides them."

"…I see," Azazel muttered after a few seconds of silence. "I should have anticipated the day you would leave my side. Ever since we met, you've always wanted to fight strong people. I now understand why you were working in league with Cattleya. You both had your Devil King titles stolen after all."

Everyone gasped in shock at Azazel's bombshell.

"What?!"

"What did he say?!"

"No! It can't be!"

"My real name is Valerie Lucifer."

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: How about that for a cliff hanger?! Well, it's not really one for everyone who's seen the anime or read the light novel but I still thought it was the best point to end this part.**

 **In regards to Ben's transformation into his vampiric form, I'll try to answer questions I may be asked. I decided to change it from the Whampire alien form in the cartoon because I felt that the story would flow better if I used the same vampire form as in the DxD universe. I used the information from the DxD fandom page for assistance in the physical appearance of pure vampires as well as their powers. I know he got the DNA strand from Gasper who is half-vampire but, as Ben already has human DNA, he could only use the pure vampire part of the sample.**

 **I, personally, wasn't completely satisfied with the scene where Gasper unfreezes everything. No matter how many times I redid it, I wasn't completely satisfied with it. If you happen to share my opinion don't be too harsh.**

 **With nothing else to say except that the conclusion of this arc will be in the next chapter, I'll say farewell and move on to the reviews.**

 **. . . . .**

 **Reviews**

 **Nivek Beldo:** **Thanks for your thoughts as always. I tried to hype the tension in the meeting as I didn't get that from the meeting in the anime. It still seemed too laid back which isn't what the meeting was meant to be, contextually speaking.**

 **I really liked the Forever Knights in the first three cartoons they were in and really wanted their organisation and various branches to exist in my story. I didn't find it difficult to find a way to slide them into the DxD mythos and that's another reason why I like them so much.**

 **I'll find another, better, name for that form but I am open to any suggestions you have.**

 **As usual, thank you very much for your continued support and I hope to continue entertaining you with my story.**

 **Malicious hero:** **I'm glad you're enjoying the story. I definitely plan to include more Ben 10 villains (some of the most recognisable ones) and I'm thinking of ways to possibly include characters like Max or Kevin too. Can't say for definite though.**

 **Magical fan18:** **I promise that there'll be more of that going on in the later chapters.**

 **DragoBlack:** **I'm glad that you enjoyed that chapter so much. He was one of my top five favourite aliens in the cartoon and I just had to put him into my story.**

 **SantoryuSekai:** **I'm sorry to hear that. Don't know if you'll see this review but I'm glad you took the time to look at my story.**

 **Ultimatrix bearer:** **I don't watch the cartoons anymore but I do still keep an ear out for the new aliens they introduce as well as look up information on the Ben 10 Wiki page. I'm starting to get beaten down by the continued requests to add Valerie to the harem. In fact, I may put up another poll to my readers to see if they want her in there.**

 **Thank you for appreciating my writing style. I understand that my ideas don't suit everyone but I can't change everything I've written so far just because one person doesn't like it.**

 **Omnimania00:** **It was a really good idea. I had to think of a way to make Ddraig more involved in my story and giving him new, fancy armour when Ben wields Ascalon seemed like the right move. It stuck to canon too which was extremely helpful.**

 **Walleyhollis:** **I debated on the idea but ultimately decided against it. I didn't see Ben as needing a familiar initially and it didn't help Ship's case when his race isn't biological as virtually everything else. I am trying to stick to using only biological forms, or at least ones which the metallic armour can make sense.**

 **That being said though, I may try to create a mini arc in which they are brought into the DxD world.**

 **Rexfan1333:** **I must apologise if I made the reboots to be the worst things ever. I didn't mean it to be taken that way. I only hate it because the writers seem to just be coasting on the success of the previous series. They dumbed down the art style, just like every other cartoon I see when I surf the net, and didn't seem to put as much effort or seriousness into the series after Ultimate Alien concluded.**

 **. . . . .**

 **See everyone until next time. Please don't forget to leave a review!**


	23. The Summit pt3

**A/N: Hello everyone!**

 **This is it! The final chapter for the summit arc. I know I said it might be shorter than usual chapters but I just couldn't stop writing, especially the big battle between Ben and Valerie. I'll leave this A/N short here and put my proper one at the end.**

 **Without further ado, may I present to you: The Summit pt3!**

 **Enjoy!**

 **. . . . . . . . . . . . . . . . . . . .**

"My real name is Valerie Lucifer."

Everyone except Azazel's eyes widened in shock at the figure's revelation. Even Sirzechs was taken completely off guard though he kept himself more composed than the others.

"She's a descendent of Lucifer?!" Ben exclaimed with shock.

 _ **[I thought I recognised his power within her,]**_ Azmuth muttered in Ben's head. _**[It's very faint but I can still sense it.]**_

"Indeed I am. I am the great granddaughter of Lucifer, the original Devil," Valerie declared as her mask disappeared to reveal her face to everyone. "My mother was a human which makes me a half-blood. It's only by pure coincidence that I ended up possessing the White Dragon, Albion's Sacred Gear. Even though I'm half-human, I'm a true blood relative of the Great Devil King, Lucifer himself."

As she said this, twelve, black, bat-like wings unfurled behind her white, draconic wings.

Nobody said anything as they stared up at her with disbelief on their faces. Eventually Azazel broke the short silence. "This could very well be the best possessor of the White Dragon the world has or will ever know. The chances of such a person as her existing are so low it's hard to believe it even though she's here right in front of us," the Governor-General declared.

"So, what are you going to do now? Are you going to fight me? I may have lost my arm and my artificial gear may have gone but I'm still confident that I could fight with you without any serious difficulty," Azazel added as he created a spear of light in his hand and pointed it at Valerie.

"You know perfectly well that I'm not interested in fighting you, Azazel," she said as she looked past Azazel to look directly at Ben.

"You intrigue me, Benjamin Tennyson. We couldn't possibly be further apart, even if we tried. On one hand, I am the great granddaughter of Lucifer and am the strongest White Dragon Empress who has ever existed, or ever will, and then there's you."

"What about me?" Ben asked cautiously, his entire body tensing up and preparing for anything Valerie might do.

"Nothing. Absolutely nothing," Valerie replied with a disappointed sigh. "You're just an ordinary human with ordinary parents."

"You've been investigating me?" Ben asked with concern in his voice. He didn't like the fact that someone as dangerous as Valerie was looking into his and his family's private life.

"Of course; you possess Ddraig's Sacred Gear. Until being reincarnated as a devil, you led an incredibly boring life. Your father is an ordinary office worker, your mother gave up her job to become a full-time housewife and mother, and your sister lives such a boring life it's painful. I couldn't even find any interesting ancestors of yours. Not a single one who had anything to do with anything supernatural," Valerie said as she gestured towards him.

"But despite the fact that, before you became a devil, you lived an incredibly boring life I still believe that you have potential. After all, you possess the Sacred Gear of Azmuth, the Dragon God of Life. I couldn't ask for a better combination of powerful beings as my rival even if I tried. Honestly, I laughed when I found out about you. 'What are the chances?' I asked myself. What are the chances that I would find a person like you in this era? An era where God is dead and there's no chance of another war occurring."

Valerie chuckled to herself as she looked down at Ben.

"I just wish you would fulfil your true potential," she continued before she audibly gasped as an idea came to mind. "I know! How about this? How about I turn you into an avenger?!"

Ben felt a chill run up his spine and glared at Valerie intently as he clenched his fists.

"Yeah, that'll work. If your family is killed by a being as valuable as me they'd thank me for killing them. It'd finally give them meaning in their otherwise completely boring and tedious lives."

Ben felt something click in his head he popped the muscles in his neck and clenched his fists so tightly that his knuckles had turned white.

"That does it, bitch!" Ben growled darkly, turning everyone's attention towards him. "You've managed to really piss me off! If you want my family, you're going to have to go through me!"

"I don't give a fuck if my family isn't up to your standards of what life should be about. They deserve to live their lives the way they want to and I'm not going to let a psychotic bitch like you tear it away from them. If you want to fight me then I'll give you a fight; don't involve anyone else!"

Ben summoned his emerald gauntlet and started turning the dial on the back of the gauntlet until he found the form he wanted. "You want a fight, Valerie?! I'll give you a fight!" he bellowed before slamming his palm down on the dial and disappearing in a flash of bright green light.

 **[Transform: Diamondhead!]**

The light disappeared to reveal Ben's pale green, crystalline form. He flexed his large arms as his eyes burned with hatred towards Valerie who looked down at Ben with boredom.

"A Petrosapien? Is that the best you can come up with?" she asked with disappointment clear in her voice.

"If you want something more, then how about this?!" Ben growled as he raised his left arm in front of himself.

 _ **[Ben, are you sure about this?]**_ Azmuth muttered with concern. _**[Azazel's bracelet will only be able to sustain you with power for a short amount of time.]**_

" _I'll just have to beat Valerie quickly then,"_ Ben replied.

 **[Ascalon: Blade!]**

Ben's right arm altered its form until his hand had morphed into the shape of a blade. As this happened, the rest of Ben's crystalline body also began to change as it was engulfed in crimson light. The bright light quickly disappeared to reveal Ben's body though it had changed considerably, generating gasps from everyone around him.

Ben's body was now partially encased by several pieces of crimson red armour. His lower, crystalline armshad been covered by crimson red vambraces, his shoulders now sported large crimson pauldrons and his shins were now covered with similarly coloured greaves. Ben's head also found itself protected further by the crimson helmet he now wore. Protruding from behind his back was the pair of draconic wings which were fully unfurled.

Everyone stared at Ben with both wonder and awe. Even Valerie was taken aback by the unexpected turn of events.

"Well this is…certainly unexpected," Valerie admitted, though by the tone of her voice as well as the smile which she sported, she couldn't be happier than she currently was. She didn't have time to remember the last time she was looking forward to a fight as Ben launched himself into the air and lunged towards Valerie, his blade pointed directly at her. She was only able to avoid his attack at the last second and rose up into the air a few feet away from Ben who now hovered below her, his eyes glaring at her with great intensity.

 **[The Dragon Slayer?]** Albion asked with curiosity, Valerie's bright blue wings glowing brighter as he spoke. **[Be cautious Valerie. I won't be able to deflect a single cut from that blade.]**

"Then I won't let him cut me then," the White Dragon Empress replied as her face was, once more, covered up by her draconic helmet.

Before Ben could carry any other attack, he was suddenly pushed onto the defensive by Valerie who was now moving at such a blinding speed that it was proving difficult for him to block her assault effectively. The two opponents streaked though the air as they battled each other. Once he had gotten over her lightning fast counterattack, Ben was able to at least deliver some blows back on her though they didn't slow her down in the slightest.

As their fight progressed Ben was made painfully aware of just how outclassed he was against Valerie in his current state. He may have been granted the power of Ascalon but that didn't mean that he knew what its capabilities were nor that how to wield it properly. If only he had had more time to learn about the sword and its true power, the fight may have been going in a different direction.

Just as he came to this conclusion, he released a low groan of pain as a powerful blow landed on his crystalline torso and sent him crashing down to the school field where he landed inside a fairly big crater of his own making. The blow came so fast that he didn't have any idea where it had come from, only that he knew who had delivered it. He looked down at his chest to see a small crack in the middle of his chest. It was small but that didn't make it better. He needed to be even more careful with Valerie if she was able to damage his nigh-on indestructible crystalline body.

"Come on!" Valerie shouted down at him with annoyance in her voice. "You're supposed to be my rival! You need to be stronger!"

"This fights only just beginning!" Ben retorted as he picked himself off the crater floor and crawled out of the hole.

Once he was out of the crater he had made when he landed he rolled his shoulders and neck before launching himself back into air. He thrust his blade at Valerie but she anticipated this and dodged right, easily avoiding the blade's deadly edge. Unfortunately for her, Ben also anticipated that she would do this and brought his fist up to where she had moved to, catching her completely off guard when, in the blink of an eye, Ben smashed his fist into her armoured chest, causing her to release a groan of her own as she recoiled from his attack.

She quickly recovered from his attack though and the two of them continued their terrifying dance in the skies above the school while Rias and the others could only watch with concern as their fight grew more and more intense the longer it continued.

"Yes! That's more like it! This is what I wanted to see from my destined rival!" Valerie exclaimed with clear glee in her voice as the two of them rained down blow after blow on each other, neither one preparing to call it quits.

The fight continued to rage on in the dark sky, each one delivering a blow which would've killed normal humans, perhaps even low-class devils, until Valerie decided to change things up to end the apparent stalemate as she delivered another punch to Ben who had brought up his arms to block the blow.

 **[Divide!]**

Despite blocking the powerful blow, Ben still felt a sudden drop in his power and was, once again, sent flying uncontrollably through the air until he crashed through the wall of the gymnasium which was remarkably still standing after everything that had happened.

"That one hurt," Ben groaned to himself, holding the spot where he had just been punched, as the wall lost its structural integrity and fell on top of him, knocking him to the floor.

"Ben!" Rias shouted at him from beside her brother a few feet away from him. "Are you alright?!"

Ben gave her a thumbs-up as he pulled himself out of the rubble. A falling wall was a picnic compared to Valerie's punches. He could see several small cracks running along his crystalline body, adding to his growing collection.

"I'm fine," he shouted back to her as he stood up and dusted himself off. "This is nothing compared to your training!"

 **[Boost!]**

In an instant, Ben felt the power he had just lost return to him.

' _I feel better now, but it's still troubling. Even if I can restore the power she steals from me, she's still ahead of me,'_ Ben thought to himself as he glanced up at Valerie to her wings glowing brightly. "What's she doing now?" he asked himself.

 **[Transferring her excess power into her wings. You're right about her being ahead of you by keeping the power she stole from you but even she has a limit. She can't keep the power within her body without it destroying her body,]** Ddraig explained.

"So, it doesn't matter how powerful she is, she still has a limit to the power she can hold," Ben replied.

"Is this the best you can do?!" Valerie shouted down at him, her arms crossed under her chest as she hovered above him. "It's pathetic! Where's the conviction I saw when you were fighting Kokabiel? It's like I'm fighting a completely different person from then."

Her gaze then switched to Rias and the rest of her peerage as a thought suddenly struck her.

"Of course…," she muttered under her breath, so quietly that Ben almost missed it. "You were fighting for your friends back then, weren't you?"

Her voice grew louder until everyone could hear it plain as day. "Would you fight me properly if I kill your friends before your family?!" she cried as she fired large magical bolts of energy towards their group. As the bolts streaked towards them, Gasper hid behind Kiba who raise his sword though he was aware that it would be next to useless against someone as powerful as Valerie. Asia screamed in fear while Rias prepared to shield her peerage from the bolts though that would have been just as effective as Kiba's plan.

"Leave them the fuck alone!" Ben bellowed as he reared his left arm back before slamming it into the ground with as much power as he could muster. As his fist struck the ground, it began to split apart as a large wall of crystal erupted into existence, blocking Valerie's magical bolts which exploded against the crystal wall, shaking the air around it as they detonated against the unyielding barrier.

"Your fight is with me, bitch!" he bellowed as he launched himself back into the air, delivering a powerful kick to her right flank before backing away from her until he was hovering a few feet away from her.

Instead of being annoyed and angered by his sudden blow, Valerie seemed ecstatic and returned her attention back to him.

"Yes! This is more like it! This is what I wanted to see from my rival!" she cried with excitement as she started to fire bolt after bolt of bright blue magical energy at him. Before they struck him, though, Ben was able to block the attack by quickly morphing his arms until they acted like a large shield which stopped the bolts in their path. However, despite this, the attack number of bolts didn't diminish and, instead, increased as Valerie sought to break through his rudimentary shield.

Just as he felt his shield start to crack, a sudden idea entered his head. It was a stupid plan and could backfire on him horribly if he was wrong but, right now, it was the only plan he had to go on so it would have to do. He told his plan to Ddraig and Azmuth who, though they strongly opposed the reckless idea, agreed to go through with it.

With his idiotic plan in mind, Ben waited for the right time to pull it off. His moment came shortly after when his shield came extremely close to breaking apart from the force of Valerie's attack. Before this happened though, Ben lurched forward, directly towards Valerie as she continued to fire her powerful magical bolts at him. His shield broke apart when he halved the distance between them and grunted in pain as he continued to push towards her. It especially hurt as his crimson armour had disappeared as he needed to re-morph his right arm back into a hand for what he was about to do. Once Ascalon had returned to the Boosted Gear, the armour went with it which resulted in Ben feeling the full power of her magical bolts.

In spite of this, however, he kept going and soon collided with Valerie where he quickly grabbed hold of whatever piece of armour he could with his left arm. Once he had a suitable hold on her, he kept hold of her no matter the damage he took as she punched and kicked him to dislodge him and push him away.

She came up with a new plan when she realised that he wouldn't let go of her.

 **[Divide!]**

"Did you forget that I can steal half your power?" she taunted as she saw him lose his strength but stubbornly continued to hold onto her armour. Her confusion was raised when she saw the smirk on his chisled, crystalline jaw.

"Oh, I didn't forget," he retorted as he pulled back his right arm before thrusting it forward and getting it lodged in her armoured chest. "In fact, if you want my power so much, here's a little more! Ddraig now!"

 **[Boost!]**

Ben felt a surge as his stolen power was stolen but the feeling didn't last long as Ddraig continued on to the next stage of his plan.

 **[Transfer!]**

"What are you doing?!" she demanded as she felt the surge of power flowing through her.

"I'm just giving you some of my power!" Ben shouted back at her as Ddraig proceeded to repeat the action of boosting Ben's power only for him to then transfer it over to Valerie.

"I wonder just how much of it you can take before you overload," he added with a gleeful smirk on his face which only grew at the look of sudden realisation on Valerie's face as she tried even harder to remove his grip from her armour.

She blasted him with powerful bolts of magic and kicked him viciously in her attempt to stop him but he persisted and refused to let go, no matter how much pain he was in from her blows.

Just as he was wondering how much more of this he could take before he couldn't keep going anymore, there was a large explosion of power which detonated between them with such power that it knocked both of them out of the air. However, while Ben crash landed, yet again, creating another crater, Valerie was able to recover in time and unfurl her bright blue draconic wings and land with more grace than he did. That being said though, she still had multiple cuts all over her body and had to brush away a thin line of blood which trickled from the corner of her mouth.

From the side line, Azazel watched the two of them with barely contained look of amazement on his face.

"Incredible," he declared as he glanced at Ben. "He found a way to use Albion's weakness to his advantage!"

Valerie was likewise impressed as she looked around the school field at the scattered remains of her White Dragon Empress armour which littered the floor. "Amazing! You completely destroyed my Balance Breaker. This is what I've come to expect from my rival!" she exclaimed excitedly as she was, once again engulfed in blue light which revealed her back in white armour."

"What's happening now?" Rias asked with confusion as she looked at Valerie's unscratched armour.

 **[It's how dragons fight!]** Ddraig explained to her as Ben crawled out of his newest crater to reveal his battered form. **[They fight until one is unable to fight any longer, even if it takes years to do so.]**

"How is that possible?" the crimson haired heiress asked with concern as she looked at Ben's injured state. She didn't know how much longer she could just stand on the side and watch him fight such a powerful foe on his own.

 **[It's because dragons aren't like other creatures,]** Azmuth explained. **[They defy all logic.]**

 **[With all the hosts of the Welsh Dragon I've fought since I was confined within this Gear, never once have I ever seen such a move performed,]** Albion's voice called out from across the field.

With her armour fully materialised once more, Valerie took to the air once more and stared down at Ben who looked like he had been run over by a train. He felt like he had too but he refused to back down.

Hearing his thoughts, Azmuth had other ideas.

 **[You might have to do just that and run, Ben. You are a long way from holding the kind of power that she does. There's no way you can handle much more power; the bracelet's nearly been worn out and I wouldn't suggest you use Ascalon again for a while,]** Azmuth warned and Ben couldn't find any counter argument to give him. He was exhausted and didn't know how much longer he could keep fighting for.

He had to do something to tip the balance in his favour but he didn't know what he could possibly –.

He stopped his train of pessimistic thought when he noticed a cracked blue orb at his feet. It was the same blue orb which resided in the centre of Valerie's chest piece. Recalling what he had been told about the abilities of his Sacred Gears, he was struck by, yet another, reckless plan. But like his previous plan, it could just be what he needed if it worked.

"Hey Azmuth. You remember when you said the Sacred Gears respond to my thoughts and feelings?" Ben asked as he bent down and picked up the orb with his left hand and held it in front of him as he relayed what he planned to do with his two dragon partners

Needless to say, neither dragon was impressed with his plan.

 _ **[Are you sure about this, Ben. You'd better be prepared to die if you want to carry out your plan,]**_ Ddraig cautioned him while Azmuth reacted slightly differently than he did.

 _ **[Are you insane?!]**_ he shouted within Ben's head. _**[Do you realise that such a feat is nearly impossible and will almost certainly kill you.]**_

" _Yeah, I know it's risky, but is it possible?"_ Ben countered as he glanced at the orb in his hands.

Azmuth released a large sigh before replying. _**[I honestly don't know. Such a thing has never happened before and I have no idea what will happen if you succeed but if you do survive this then you will have done something that only God has been able to do until now.]**_

" _I'll take the risk. It's my only chance to tip the scales in my favour,"_ Ben told them firmly.

 _ **[Hahaha! You truly are a fascinating master! I like your resolve!]**_ the crimson dragon declared with a hearty laugh.

His decision made, Ben poured all his concentration into what he wanted his Sacred Gear to do for he did so, the orb began to glow brightly as Ben held it above his head as he merged his power with the power which still resided within the orb.

"What are you doing?" Valerie asked with intrigue as the light continued to grow more intense.

"I'll tell you exactly what I'm planning to do, you fucking bitch!" Ben bellowed as he crushed the orb in his hand and allowed the two powers to fuse together and become one. "I'm going to take your power and fuse it with my own!"

No sooner had he crushed the orb and begun the process that Ben begin to feel as though his entire body was on fire. The light from his Transformation Gear flickered between the emerald light it normally emitted and the bright blue light from Albion's orb as they fought to become one.

"Fuuuuuuuuuuuuuuuuuuuuck!" Ben cried out as the agonising pain spread from his left arm throughout his entire body and only seemed to become more intense as he pressed on. When he first felt it, Ben swore he would've fainted from the searing pain had he not been somewhat prepared for it. "Fucking hell! This fucking hurts!"

"Are you seriously trying to take in my power?" Valerie asked with amusement in her voice, crossing her arms under her armoured chest as she watched him.

"Arrrrrrggggggggghhhhhhhh! If Kiba can steal power from his enemies, why can't I?" Ben gasped as he felt a fresh wave of blinding pain overcome him.

 **[You're partner seems to be misinformed, Ddraig,]** Albion stated as he observed Ben. **[We are a profoundly different case from that devil fusing Holy and Devil powers together. They both, at their very cores, originate from the same thing, even if they have changed over the millennia. We, on the other hand, are completely two different existences and can't ever fuse our powers together. Do you not remember when Mordred possessed your Gear and tried to steal my power from Lancelot?]**

 **[Of course I remember, brother,]** Ddraig retorted firmly. **[It's a good thing then that it's not my power that my partner is fusing your power with.]**

 **[What are you talking about?!]** Albion demanded, shock clear in his voice.

 **[It's my power he's fusing it with!]** Azmuth declared, much to the shock of everyone gathered as Ben was engulfed by the bright fusion of blue and green light as the process entered its final stages.

"Arrrrrrggggggggghhhhhhhh!" he screamed as the pain entered into a whole new level of agony. Not even when he had been gutted by Raynare's Light spear had he felt such searing pain. It was as if his very DNA was being altered!

 **[Vanishing Dragon power is taken! Transform: Crystalsapien!]**

Ben stopped screaming and the light which had been surrounding him suddenly changed from the combination of green and blue light into a rainbow of colours which illuminated the entire school field. After a few seconds, the light dissipated to reveal Ben. When they saw him, the students of Kuoh academy gasped in shock at what they saw while Sirzechs and the other leaders' eyes widened in shock at what they saw.

Even Valerie's eyes widened in intrigue at the sight before her.

Ben stood at around 10ft tall and looked unrecognisable from his previous Petrosapien form. Instead of being bulky and pale green in colour, his body now took on a leaner and less muscular appearance and was dark purple with several black lines and spots covering his body. His forearms and face were magenta in colour as well as the six shards of crystal which protruded from his back, the two which sprouted out of his chest, and the one on top of his head which looked like a horn. His face consisted of a mouth and a single, large green eye.

 **[Impossible! This is completely impossible!]** Albion cried out in astonishment as Ben clenched and unclenched his fists as he inspected his new body.

 **[I thought so too,]** Azmuth said with poorly contained fascination in his voice. **[Essentially what my young partner has just done is create an entirely new demonic subspecies with his little act. The only being capable of doing something like what he did is God Himself. I may have created dragons but I could only do something by using myself as a template for every dragon to copy. What Ben did was create a brand-new subspecies from a form which wasn't his own! The action was not without serious risk as I believed Ben would surely die from such a move.]**

 **[However, it seems I was wrong about him. I doubted he would survive the procedure and I was proven to be mistaken. It's not very often that I'll admit any of my mistakes, mainly because I rarely make them, but in this case, I'll be the first to say that I was wrong.]**

Ddraig released a hearty chuckle.

 **[This master has been an interesting one. I've had many unique hosts and have seen many miraculous things in my life but this one is different,]** he stated in his usual deep, rumbling voice.

"He created a new demon?!" Sirzechs said with awe.

The gathered spectators found it difficult to tear their gaze away from Ben's form and for good reasons.

"I wonder what it can do?" Azazel muttered to himself with a look of intrigue in his eyes.

"He can't really do that…can he?" Xenovia asked, her eyes wide and her jaw agape.

"It seems he's already done so. He never ceases to amaze us, does he?" Kiba said with a small smirk on his face.

 _ **[Although I truly am amazed at what you have just done, I must tell you that you have taken centuries off your life with that little stunt of yours. Devils can live almost forever but I can say for certain that you will not be one of them,]**_ Azmuth informed Ben within his head.

"I'd say it was worth it with what I'm seeing," Ben muttered under his breath as he finished getting himself familiar with his new form. "I just wish I knew what it can do though."

Ben was distracted from further thought at the sound of laughter above him. He followed the sound until he reached Valerie whose featureless mask prevented him from seeing what expression she was making, though he could guess from her laughter.

"This is getting fun. I never expected you to be able to take my power but this just makes things all the more interesting. Well, if you're going to get serious then I suppose it's only right that I do the same thing, isn't it?" she asked as her wings unfurled to their fullest extent.

 **[Half Dimension!]** Albion cried as Valerie held up her hand in front of her and clenched it tightly.

As she did this, Ben felt the air begin to vibrate as a sudden wave of intense energy washed over him and covered the entirety of the dome covering the academy. He looked around to see the school remains begin to shrink as well as the trees in the wood next to the school which instantly halved in thickness.

"What the hell is she doing now?!" he demanded to anyone who heard him.

As it turned out, Michael answered his question.

"He's using an ability which warps the dimensions around him. It's an incredibly dangerous ability that can potentially cause someone to be shrunk out of existence entirely," he told him with worry in his voice.

"Shit!" Ben muttered as he tried to work out what his new form could but he couldn't feel anything that stood out at what he could do.

"Hey, Azmuth. Is there enough power in Azazel's bracelet to let me achieve balance breaker?" he asked the ancient dragon.

 **[Yes, but it will only last for around five minutes. Whatever you plan to do with it, I suggest you do it quickly or you will have lost this fight,]** the emerald dragon replied.

"Five minutes is all I need. Remember what I could do with it in ten seconds?" Ben said as he glanced back up at Valerie.

 **[Dragon All-Father: Over Booster: Ultimate form!]**

Once the emerald light had disappeared, it revealed Ben's brand-new demon's ultimate form. He had grown another two feet to stand at a towering twelve feet tall while his body had bulked up and became more muscular and robust; more so than even Diamondhead's form. His crystalline 'skin' had turned into a reddish-black colour and the crystals which protruded from his back became longer, octagonal-shaped, and bright ruby red in colour. Three more, similarly shaped crystals now sprouted from his shoulders and resembled deep blue sapphires. Four smaller spikes extended from each forearm; the right emerald in colour and the left amber. His hands were similar colours to the spikes on each forearm. The two crystals protruding from his chest had altered their shape into diamonds and the crystal on top of his head grew a couple inches larger whilst two more spikes, one in the front and in the back, making his look appear similar to a mohawk.

One more thing that happened to Ben. As well as his drastic physical change, like a burst dam, Ben also felt his head fill up with information about the abilities that his new form. He would have to ask Azmuth why he couldn't sense these abilities before but that would have to wait until after everything was over.

"You want me to be serious? Well, I guess I can get serious just for you," Ben shouted up at Valerie. "I'll teach you to fuck with me!"

 **[Boost! Boost! Boost! Boost! Boost! Boost!]**

As the Boosted Gear raised his power, Ben's body went through a physical change as power raced through his body. Every single one of the crystals protruding from his crystalline body began to pulsate with bright, multi-coloured lights.

"Huh, that's quite a pretty light show you can put on," Valerie said with a slight chuckle.

"You think that's good. How about this?" Ben retorted with a smirk on his face from the strange euphoria he felt from the power running through his body before bringing up his fists which were now engulfed by small spheres of rainbow-coloured light.

With his fists pulsating with energy sphere, he floated about two feet into the air before seemingly disappearing into thin air. Just as quickly as he disappeared, he reappeared right in front of Valerie and delivered an extremely powerful right hook to her armoured chest which sent her soaring higher into the air where she re-orientated herself, only for Ben to suddenly appear right behind and punch her armoured back, sending the White Dragon Empress falling back down to the ground where she recovered yet again and turned back to face her opponent.

"How are you able to move so fast? Where did this speed come from?!" she demanded with frustration as she barely dodged yet another strike from Ben as he lunged past her with his left fist extended.

"It's thanks to your power I stole! I feel its effects more than ever before while I'm in this form," Ben shouted back at her as he hovered in the air opposite her.

"Well let's see how you handle this!" Valerie bellowed as she pressed her hands close together and slowly created a magical bolt of energy, far larger than any bolt she'd created before. Once it had reached half her size she threw it in Ben's direction and expected it to cause him immense pain when it struck him. Her expectation was dashed, however, when, instead of a large explosion as she had expected, the large ball of magical energy simply shrank and disappeared to reveal Ben who had his left hand extended, palm open. The crystals covering his body glowed even brighter as he absorbed her magical attack.

"Did I forget to mention that I also have your absorption power too? It makes it extremely helpful to use my enemy's attack to my advantage," he gloated as he cracked his knuckles.

Valerie growled in annoyance but, before she could make any other move, Ben suddenly appeared right in front of her, yet again.

"Now where was I?" he asked sarcastically. "Oh yes, now I remember."

He abruptly punched her in her abdomen, causing her to cough up some blood which seeped through the gaps in her mask.

"That was for threatening to kill my parents!" he bellowed angrily before immediately following up his blow with another, each blow absorbing some of her power with each blow.

"Gah!" Valerie gasped as she recoiled from the blow.

"And this is for betraying all of us to the Khaos Brigade!" he continued to bellow as he took hold of her shoulders with his hands and brought his knee up to collide with her stomach.

"And this is…." He brought both his hands together above his head and brought them crashing down on her mask which disintegrated from the force of the impact. "…this is for trying to kill everyone I care about for your own sick fantasies!"

The last blow struck Valerie so hard that she fell from the sky at great speed and crashed into the ground just as Ben had done previously during their intense fight. Ben returned to the ground just as Valerie had returned to her feet. Instead of the look of defeat that he and the other students expected to see on her face after the beating she had just taken. Rather, she held a look of excitement on her face.

' _How can she still have such a confident expression?'_ Ben thought with concern. He had used every bit of power he had left in him and she was still looking as though she was only getting started.

He didn't seem to be the only one who shared this concern.

"How can she still be standing?" Xenovia muttered under her breath with worry.

"Alright, so you can just about handle my balance breaker," Valerie said as she rolled her neck and shoulders with anticipation. "Let's see how you handle my trump card; the juggernaut."

 **[Don't do it, Valerie,]** Albion cautioned at her suggestion. **[Now isn't the best time to activate that ability.]**

Valerie ignored Albion's caution and spread her arms out and began to chant. "[I, one who awakens to the supremacy of reason—."

Ben made to charge at her once again before she could finish her chant as he wasn't exactly anxious to see what would happen, but as soon as he took several, staggered steps he fell to his knees as he felt weariness begin to overcome him. He barely had enough strength to stay in his form but the bracelet was reaching the very end of the power contained within it.

 **[Don't act rashly, Vali! Is it your desire to be at the mercy of my power?!]** Albion barked with anger in his voice.

' _Albion's angry? Why would he be so against her using whatever it is she's going to use?'_ Ben thought to himself but received no answer from his own dragon partners.

Just before Valerie could finish her chant, an object broke through the protective dome as though it was made of paper, causing it to disintegrate completely. The mysterious object landed beside her and stirred up a small cloud of dust. When it fell away, the object was revealed to be a young man clad in what looked armour worn by Chinese warriors in the Han Dynasty.

"Who the hell's this?" Ben muttered with annoyance.

"What are you doing here, Bikou?" Valerie asked the new arrival as she wiped the blood trailing down from her mouth, annoyed that he had stopped her from completing her chant.

"What's with the hostile attitude, Val," he asked her with false hurt in his voice, the spear he held resting on his right shoulder. "Is that anyway to speak to speak to someone who wanted to help their partner get out of a pinch? The other guys were making a right ol' fuss back at headquarters, you know? We were able to get the Osmosian warlord on board and we're planning to take on the northern country gods. You were supposed to return back to us if your mission failed, remember? Seeing as the three powers still have their leaders and Cattleya is nowhere to be seen, I can only assume that she's dead. If that's the case your observation role is over, is it not?

"So it's time then?" Valerie asked to which the young man nodded his head in response.

"Hey! Who the hell are you?" Ben asked firmly as he picked himself off the ground.

"That's Bikou, a descendent of the Victorious Fighting Buddha," Azazel answered as he walked up beside Ben, his hand in his pocket.

Ben vaguely remembered the story of the Journey to the West and the story of Goku but only the very basics. He'd never call himself an expert on the matter.

"I'll admit that I never expected you to associate yourself with an organisation like the Khaos brigade. Hell must have frozen over since I was last there. Although I say that, I have to admit that the Vanishing dragon and Son Goku do look good together"

Bikou laughed at Azazel's statement. "You're too kind, Azazel, but I look just about good with everyone I'm with," he said cheerfully.

"It's been nice meeting you. Until next time, Dragon All-Father," he called out as a dark circle appeared below him and Valerie and began to swallow them into the ground and leave.

"We'll continue our fight some other time, Tennyson," Valerie called out as she disappeared. "keep getting stronger until our next battle."

As much as he wanted to stop her from escaping, Ben was under no delusion that he could fight in his current state. Even as he reached this conclusion, the bracelet finally gave in and released his form, transforming him back into a human where he then collapsed to the ground in exhaustion as Valerie and Bikou disappeared.

"If you emit that much power so explosively, your stamina will deplete very quickly," Azazel explained to Ben. "As you are now, your energy store is very limited and long battles are impossible for you. That being said though, you released a huge amount of power in that new form of yours…even if it was only for a few minutes."

* * *

It was over. The battle was finally over.

With the block on teleportation magic finally removed, the reinforcements of the three powers descended on the school which had another, more basic version of the barrier to hide them from the neighbouring humans as they proceeded to process the battle field.

They carried away the few corpses of dead magicians and knights who hadn't been destroyed in the battle and began to repair the extensive damage done to the academy and its surrounding grounds while the leaders of the three powers had gathered to discuss the events of that night.

At least, that's what Ben would be told what had happened after the battle's conclusion. As of right at the moment, however, he had rolled over on to his back and was staring up at the night and breathing deeply as he recovered from his intense battle.

"Ben!" Rias yelled as she ran over to him and held his upper body in her arms as his head, feeling very heavy from the action, fell onto her shoulder where it would stay for the time being.

"Hey, Rias…. Are you alright?" he gasped through deep breaths.

Rias pressed her cheek against his forehead and stroked his cheek, wiping away the thin line of blood which trickled down from his hairline. "You stupid boy," she muttered quietly though she continued to stroke his cheek after removing the line of blood. "Why do you have to be so reckless?"

Ben tried to laugh but it was painful to do so, so he stopped immediately, before answering. "You know me? It's…what I do."

"I know," Rias replied as she pressed her lips lovingly against his forehead. "It's what I like best about you."

Behind the two of them, the Occult club members smiled at the scene before them. Even Asia kept quiet at the scene before her though she still felt a small pang of jealousy at not being able to comfort like Rias had.

* * *

A few minutes later and Ben was strong enough to stand up though he still needed the assistance of Kiba to walk without falling over again from fatigue. After their embrace, Rias had let Asia rush over and apply her Sacred Gear on his injuries and, before long, he had been completely healed of all his injuries leaving only his fatigue which Asia couldn't heal…at least not yet.

With him able to move again, the group made their way across the school field which had already been completely repaired towards the centre of the school grounds where they saw the four leaders conversing with each other.

Catching sight of them, Sirzechs turned his gaze towards Ben and gave him a comforting smile which Ben returned. "It's good to see you up and walking again, Ben," he said kindly.

"Thanks Sirzechs. Valerie's very strong, but I'm still here," Ben replied with a smile of his own.

"Speaking of Valerie," Azazel interjected as he, too, turned his gaze towards Ben and Sirzechs. "I feel it's only polite to apologise for her actions."

"Did you know she would betray you?" Michael asked him.

Azazel sighed and ran his hand over his beard before answering the chief Angel. "From the very start, she was only interested in power. Looking back now, I suppose I should have known she would do something like this."

As he said this, Ben couldn't help but notice the lonely look in his eyes. He didn't say anything about it but he couldn't help but wonder if he'd miss Valerie.

"And I'd like to apologise for Cattleya, Azazel. She was one of our internal issues that should have been dealt with sooner," Sirzechs explained.

"Ah don't worry about me," the Governor-General said with a wave of his remaining hand as he looked down at the remains of his left arm. "This just gives me the excuse to try something I've been working on."

"It truly does look like things are starting anew," Michael noted.

"Umm excuse me, chief Michael," Ben said before anyone could interject.

"Yes, what is it, Dragon All-father?" Michael asked politely.

"There's something I'd like to ask you."

"What is it, my child?"

"Is it possible to change the system so that Xenovia and Asia can pray without being hurt?" Ben asked and was met with gasps of shock by Asia and Xenovia who looked at Michael for his answer.

Michael's smile faded from his face and his expression turned to one of sadness at Ben's request. "Unfortunately, that is not within my power to do so. The System was created by God before even the Angels. He was the only one who knew how it worked fully and He was the only one who could change it. We are only able to keep it running as it is. We don't know how to change it even if we wanted to."

Ben lowered his head and felt like an arse. He had raised Asia and Xenovia's hopes only to have them dashed in an instant.

 **[That's not quite true,]** Azmuth's voice declared from within his Gear and drawing everyone's attention to him.

"What are you talking about?" Ben asked with confusion.

 **[God isn't the only one who has some knowledge on the System. It's, in fact, even more complicated than any of you understand, and even God had trouble with it sometimes. In essence, it is similar to what humans would call 'AI', it is a semi-conscious existence which included the pain that Devils and Fallen Angels receive when they pray without God's knowledge.]**

"How could He have not noticed something like that?" Ben asked with confusion.

 **[Because He didn't care about those two factions in the early days of the war. It was only after He decided to end the war and bring about peace among the three factions that He discovered what the System had done and tried to fix it. However, aside from creating its initial form and abilities, He had trouble trying to remove that part of the System,]** Azmuth explained clearly, not wishing to repeat himself as he really hated doing that.

"Not that this isn't fascinating, but what has this got to do with anything?" Azazel asked casually.

 **[Because, when He and I were working together on making His wish come true, we were able to create something that would alter the System to remove this part of it. Think of it as a 'patch' to the System to remove the damage Devils and Fallen Angels receive when they pray.]**

"Then why hasn't it worked?" Michael asked with confusion in his voice.

 **[Because we didn't put it into the system. The patch was split into two parts due to the complexity of its nature. God put the main part of the patch He was working on inside Ascalon due to it great power, even for a Holy sword, due to the combination of His and my power while I worked on the finishing touches. I created it in the shape of a scabbard so it could successfully combine with the sword, and after millennia since I started, it's finally finished.]**

Silence fell on the group as nobody dared to speak. They thought the story of God in the final years of the war was enough of a bombshell but this took the cake. Even Azazel couldn't come up with a witty remark.

 **[I'll give both parts to you, Michael, to place it inside the System so it can do its work. Before I do that, however, I need to know if this is what all three factions want. This action will take a lot of my power as well as take a great deal of power from Ascalon, so I must know if it's something you all want.]**

Not one of the four leaders answered Azmuth straight away as they tried to fully understand the implications of what he was saying. It was Sirzechs who broke the silence.

"I…I believe that the majority of pure-blood Devils no longer hold any affection for God, both because of their pride, and because of the years we spent at war with Him. However, I believe that there are those within our, rapidly growing, population of reincarnated devils still hold their faith, particularly after becoming part of the supernatural world. I truly believe in peace between our three factions and believe this could be the first act to unify us all," he said firmly and with a seriousness that Ben had never seen in the Devil King before.

"Despite our fall from Grace, the majority of Fallen Angels have never forgotten about their former home. We might not be able to pray anymore and some may be spiteful of our former leader, but I know that nearly all of my subordinates still wish to feel His warmth again and pray to Him. I can't say how they'll react after hearing of God's death but I know that they'd be overjoyed to be able to pray again, even if He won't hear their words anymore. On behalf of the Fallen Angels, I too would happily agree to this," Azazel explained without his usual wit and charm, but with a serious tone instead.

 **[And what about you, Michael? What do you say?]** Azmuth asked the leader of the final faction to decide.

"I've learnt a lot about God during this summit. While I wish that He had confided His plans with some of his angels, I understand that He had reasons for doing so. He works in mysterious ways after all. I, too, wish for ever-lasting peace between our three factions, especially with the danger the Khaos Brigade presents, and agree to this whole-heartedly.

 **[Very well. Ben, hold out your hand,]** Azmuth instructed and Ben obeyed. He stepped away from Kiba to stand on his own weight and opened his left hand and held it out in front of him. As soon as he did this, his hand began to glow and, in a flash of light, Ascalon appeared in the palm of his hand. Instead of it usual appearance though, the blade was encased by a beautifully ornate scabbard which was the same colour of the handle and pommel of the blade and had intricate designs running along the cover. Unlike before, Ascalon now glowed with a beautiful golden light which made Ben feel warm all over.

Looking at the others gathered around him, Ben saw that they were also experiencing the same warmth that he felt.

Ben gave the sword to Michael who held it like it was the most precious thing he had seen in his very long life.

 **[Consider this God's commitment to the peace between your factions and His final gift to His children,]** Azmuth said with a warm tone which Ben had never heard from him before.

"Even when gone, He still surprises us with divine miracles," Azazel muttered.

"You don't know what this means to us," Michael told Azmuth with a small bow towards the ancient dragon. "We will never forget what you have done for us."

 **[It will take a few seconds to take effect when you combine it with the System but, once it is done, neither the Devils nor the Fallen Angels will receive damage from praying and will feel the same warmth that Angels feel when they pray.]**

"I agree with Michael. The Fallen Angels won't forget this act and will honour the peace for this gift alone," Azazel added as he bowed his head slightly in Azmuth's direction before turning away from everyone and waving his hand to the fallen angel soldiers hovering in the air above the school who began to teleport back home.

"I'll be heading back now. I've got a lot to explain to my subordinates. A lot more than I thought I'd have to tell them. But don't worry, I'll be back soon. I've come to like it here in this quaint little town," he said before joining the last of his soldiers and disappeared in a magic circle.

"I too must return to Heaven to report on the peace agreement as well as carry out God's final miracle. Next, we'll work together on measures to stop the Khaos Brigade," Michael told everyone as his wings unfurled and glowed a bright golden light. "I promise to return Ascalon to you as soon as I have changed the System. Farewell, Dragon All-Father."

And with that, the Archangel disappeared along with the angels back to Heaven.

When he disappeared, Ben released a deep breath he didn't realise he had been holding. "This has certainly been an interesting night," he muttered to himself.

"Ben!"

Before turned around just in time to catch Asia who all but threw herself at him in a tight embrace. He caught her and held her tightly, mainly to stop himself from losing balance and falling over.

"Hey, Asia," he gasped as she knocked the wind out of his lungs. "Now you and Xenovia will be able to pray again…."

"I love you, Ben!" Asia declared suddenly, stopping him midsentence as she kissed him lovingly on the lips.

* * *

Standing away from them, Sirzechs watched, with a smile on his face, as Rias was taken aback by Asia's sudden confession and embraced Ben too. This time though, Ben did lose his balance and fell to the floor with both Rias and Asia still attached to him while the rest of Rias' peerage either laughed or smiled at their exchange.

"He truly is an amazing person, isn't he?" Sirzechs asked Grayfia who stood next to him.

"Yes he is," Grayfia agreed formally.

"It does seem they made a difference after all."

"Who made a difference?" Grayfia asked him though he wouldn't tell her.

"Oh nothing," Sirzechs told her as he continued to watch the cheerful exchange, an idea already forming in his head.

With the summit of the three great powers at an end, the representatives of the three factions signed the peace treaty. Disputes between the factions were prohibited while the framework of the cooperation between them in the future laid down.

Named after the sight where it was signed, the treaty became known throughout Heaven and the Underworld as the "Kuoh Treaty".

* * *

The next day, ORC clubroom.

"And so, form today onwards I'll be the advisor for the Occult Research club. I'd like you to call me Mr Azazel but I'll also accept Governor," Azazel stated from his spot in Rias' chair, his apparel consisting of a worn-out suit.

"You can't be serious!" Rias stated with frustration in her voice.

"Sure I'm serious, I got your big bro's permission and everything," Azazel retorted with a smirk.

Ben cut into their 'argument' before Rias could say anything else and asked the question that everyone else was thinking.

"Hey, Azazel. What's with the arm?"

Instead of the stump which should have been the Governor-General's left arm, it appeared to have regrown overnight back to its original condition.

"I thought you lost it," he added, remembering back to last night when he saw Azazel cut it off in his fight with Cattleya.

"Oh this?" Azazel said, gesturing to his left arm. "This is just something I've been working on over the years. I've never had an excuse to try it out until now. It's actually an artificial arm of my own design. It's all-purpose and can even be loaded with Light-style laser beams and tiny missiles. It's cool, don't you think so?"

"You've been watching too much anime," Ben muttered under his breath.

Azazel sniffed in mock indignation and changed the subject.

"I was given one condition for being allowed to become your advisor, and that condition was to develop the immature Sacred Gears of his little sisters' peerage. I happen to know a few things about Sacred Gears from my studies and am confident I can help you out. One of the deterrents against the Khaos Brigade is that the Dragon All-Father and your family have become famous both in Heaven and the Underworld. You need to be better prepared for anything you might face. News of the change to the System have already spread right across the three factions. While there was some against the idea, it has been met with a better reception that any of us thought, particularly amongst the Devils surprisingly enough, which has been nothing but beneficial to our new alliance.

"The other reason I'm here is because of my knowledge on the Vanishing Dragon. From the information we have gathered on her, Valerie has put together her own team. Apart from Son Goku, we don't know who else is on her team."

"Will the academy be attacked again?" Ben asked with concern.

The Governor-General shook his head at his question. "Not likely. They only came here in the first place because it was a rare chance to assassinate the leaders of the three powers in one fell swoop. This obviously failed and they shouldn't come back here again. They've got bigger things to deal with, mainly Heaven and the Underworld. You guys shouldn't worry though. It's a long way before a war starts so you should enjoy your school life as best you can. It's no use worrying when there's nothing you can do about it."

Everyone slowly nodded their head in acceptance of Azazel's words. His gaze returned back to Ben as a smile formed on his face.

"Hey, Ben. Your dream is to create a harem, right?"

"Where did you get that idea?" Ben groaned as he crossed his arms across his chest.

"What? You're a guy who's surrounded by beautiful women all the time. I can teach you about harems if you want. I'm quite the expert you know, I've formed hundreds of harems over the years and know my stuff. You might have your Sacred Gears affecting your life but that's only a single part."

Ben groaned and shook his head slightly though that failed to dissuade Azazel.

"Are you a virgin by any chance?"

Ben's face reddened at the personal question and he refused to give an answer which was enough of an answer for the Governor-General who chuckled at Ben's expression.

"I'll take that as a yes. Don't worry though, I'll teach you all about women as well. It's only right for me to teach a man like you to ensnare beautiful women. Did you know that the reason I fell from heaven was because of a beautiful woman?"

"No I didn't," Ben said truthfully. He had wondered why someone like Azazel fell from Heaven. Not because he wasn't the sort of man to sin…far from it; it was more like which one did he commit.

"As a possessor of two legendary dragons, it's only natural for you to have your way with as many women as possible. Strength comes from confidence, you know?" Azazel told him confidently before an idea came to him. "Tell you what. When you lose your virginity I'll give you a graduation ceremony. How about that?"

"Please don't," Ben moaned as he kept his emotions under control of image after lewd image raced through his mind.

"Oh come on! I'll introduce you to some of the most beautiful Fallen Angel women among my subordinates. I can tell you right now that they wouldn't mind in the least if they're sexual partner was a legendary dragon.

"I would appreciate it if you wouldn't give Ben such strange ideas, Azazel!" Rias stated firmly as she embraced Ben and pulled him away from Azazel's 'corrupting' influence. "The last thing he needs is any more rivals – ah, I mean women! He doesn't need any more women in his life."

"What's wrong? It's perfectly healthy to be acquainted with one or more women. Is there an issue with your pawn being acquainted with women?"

"Yes, it is! I'm the one who manages his chastity," Rias declared firmly, unwilling to let go of Ben as she said this.

 _ **[You're a lucky guy, partner,]**_ Ddraig told him within the confines of his head. _**[There isn't a straight guy in the world who would love to hear a woman like Rias Gremory say that.]**_

" _Shut up,"_ Ben retorted in his mind.

"Are you going somewhere far away, Ben?" Asia said as she stared at Ben with watery eyes, tearing up at the very thought of being unable to stay with him. She was soon joined by the girls in the room.

"You're so mean, Ben! I'll be so lonely if you go with Azazel," Akeno moaned cutely with a fake expression of sorrow on her face.

"Hmm, if Rias is managing his chastity then it won't be easy to produce a child," Xenovia muttered to herself, a thoughtful expression on her face.

"Looks like you're going to be busy," Koneko muttered in her usual, neutral manner.

Azazel just laughed heartily at the scene before him. "Hahaha! I guess I don't have to teach you much, do I? Dragons naturally form polygamies so you don't need my help with that. I guess I'll just have to stick with developing your Sacred Gear."

"I'd appreciate it," Ben told the Governor-General, eager to change the topic.

"The main objective for you is to get you to obtain both your Balance Breakers for now. Getting you to pull an advanced move and combine both Balance Breakers would be asking too much at your current level. You should train and achieve that objective during the upcoming summer vacation."

"What about the rest of us? We need to get stronger too," Rias said as Azazel nodded his head in agreement.

"I know, I know. It doesn't hurt to be stronger. I've heard through the grapevine that there's going to be a meeting of young Devils in a few days and that a certain Rias Gremory who is going to attend is close to debuting in her first Rating Game.

"That's good. Rating Games would, at least, give us good experience for combat training," Ben muttered as Azazel clapped his hands together.

"My thoughts exactly. Rating Games are the perfect place to gather combat experience without being in an actual battle. It's exactly because of this that more and more battlefields are being made and new fighting methods are being tried."

"I guess that's everything you need to know right now," Azazel said as he headed towards the doors before coming to a sudden stop as something came to him. "Actually, there was something else I needed to tell you, Rias."

"And what's that?" the crimson-haired heiress grumbled with an adorable frown on her face.

* * *

Ben's house, the day before summer vacation.

"I'm finally here, Ben! I promise that I'll never leave your side!" Akeno said cheerfully as she entered his house and embraced him both tightly and affectionately as Xenovia also entered his house with her luggage.

"Uh, hey Akeno," Ben said back as he returned the embrace.

The reason both Akeno and Xenovia had appeared at his house was because Sirzechs had apparently come to the conclusion that it was important for the female members of the Occult Research club to live with Ben for whatever reason. Ironically, this wasn't the strangest to happen to him so Ben just accepted it and didn't object to it.

The current female residents however….

"This isn't fair!" Asia whined cutely as she watched Akeno embrace Ben tightly.

"I know," Rias muttered in agreement as she wished she could go against her brother's wishes. "My big brother ordered it so there's not much we can do."

Apparently, Rias had resisted against this plan for as long as possible. However, Ben's parents had consented to the arrangement and so that was that. All female members of the ORC would be staying at the Tennyson household.

"I guess I'll be staying in the same room as Asia then," Xenovia said as she entered the hallway, walking straight past Ben and Akeno. Koneko walked past them too as she followed Xenovia further into the house.

Ben's mother took this opportunity to appear in the hallway, a bright smile on her face. "Oh, this is wonderful. It's so nice to have so many beautiful girls living with us now. I've just cleaned up the spare room for someone to use.

"Mother!" Rias stated, using the name Ben's mother had insisted she use, much to Ben's embarrassment. "Don't you think the house has gotten small with everyone living here?"

"Oh, don't worry about that," Sandra said, waving off the issue. "It'll be fine. I've always wanted to have a large family like this."

Rias pouted cutely at her last-ditch attempt to stop the move-in before she snapped her fingers. "I've got it! I'll get my brother to completely remodel the house during summer vacation."

Ben just groaned at this statement. He wasn't surprised at all, it was just something that Rias would do. He glanced at everyone standing in the hallway and sighed at the latest change in his, already hectic, life. In what other ways could his life be affected at this point? At least he still had Ddraig and Azmuth with him.

 **. . . . . . . . . . . . . . . . . . . . .**

 **A/N: Phew! I hope you loved the fight as much as I did when I came up with it. Chromastone has finally made his grand debut! I told you all that I'd make it special! As one of my favourite aliens in the cartoon, I felt it was only natural that he should have such a badass entrance into the DxD universe.**

 **Before I say anything else, I just have to make sure that I give credit where its due. The design for ultimate Chromastone actually came from the mind of** **Ultimate10** **. Some of you may know him as the author of 'Ultimate Fairy'; one of the first fanfics I ever read as well as one of my absolute favourite fanfics on this site. I was allowed to use their design on the condition that I, rightly, make sure where the idea originally came from.**

 **And, thanks to the suggestions from several of my readers, I've also debuted what happens when the powers of both dragons are combined with Diamondhead's armoured appearance while he wielded Ascalon. I couldn't pass up such a brilliant concept and hope you all enjoyed it. However, don't expect to happen for a while now. I want it to be such an advanced move that it'll take Ben a while before he can do it without help from Azazel's bracelet. I'm thinking of replacing Issei's advanced powers with it in future. He's already more powerful than Issei at this point and I'm hesitant to include a lot of powers for Ben as I don't want everyone to be confused.**

 **On to reviews!**

 **I must admit that I'm a little disappointed with the very low turnout of reviews. Come on, guys! I've got nearly 250 people following my story. There must be some who want to say something. I can't tell you enough that I want to hear your thoughts on the story. I love hearing from you especially, even if I don't use them immediately as suggested, your suggestions. I take everything you say on board but I can't do anything if I don't hear from you.**

 **The ones I did get, however, did seem to have a theme so I'll answer that now. When reading it back, I realised that this is a very different Forever Knights than the one in the cartoon. I have two reasons for writing them in such a risqué manner.**

 **Firstly, it's an 'M' rated story so a terrorist organisation like them would speak more coarsely than their cartoon counterparts.**

 **Secondly, I wanted them to fit into the DxD universe well. This particular faction will be the only one to speak like they did while the other ones will stick to a more formal tone. The group working with the Khaos Brigade are very different to the original order. Even in the cartoon, this faction just wanted to be unoriginal and take over the world. I took this piece of canon and expanded on it thanks to the freedom of an 'M' rated story. I tried to make this faction of their order appear simply as 'terrorists in suits of armour', a group which has been lost through corrupt and ambitious leaders who have steered away from the foundations of the Forever Knight order.**

 **. . . . .**

 **Treyalexander63917:** **I hope I answered your question with the reasons above. If not, basically:** **Yes, their faction is vastly different from the others, and yes, i** **t is true that I wanted to make them fit in with the DxD style.**

 **Nivek Beldo:** **Once again, thank you very much for the detailed review. I wasn't aware that my readers discuss my story with each other but I'm honoured that you've taken the time to do so. I apologise if the sudden coarse language from them was a shock (perhaps I should have put up a warning at the start of the chapter). As I wrote above, this particular Forever Knight faction is very different from its counterparts. They don't have any 'noble' goals; they just want power. I agree that I may have gone overboard and will rein it in in future.**

 **Personally, I didn't like the overall appearance of Whampire in the cartoon. It didn't seem…serious enough for the story I'm writing. Thankfully, the DxD universe provided an alternate appearance with cool powers.**

 **I agree with you at the unfreezing of everything being very anticlimactic. Unfortunately, I couldn't think of anything better. If you or anyone else has a better suggestion for that scene, I'll be more than happy to put it in.**

 **Guest:** **It's not the first time someone has suggested this to me. I'm still conflicted on the idea but I will announce my answer in the next chapter.**

 **. . . . .**

 **Please let me know if I haven't explained anything well or at all. I** **really** **value your reviews!**

 **See you all later!**


	24. We're off to the Underworld!

**A/N: Wow! Just wow!**

 **I can't even begin to tell all of you how grateful I am to receive so many reviews from my last chapter. At my last look, I counted about 24 reviews, the largest number I've ever received from a single chapter to date. Due to the large number of guest reviewers I won't be able to reply to all them individually so I shall reply to most of them now and do the same to my named reviewers at the end of the chapter as well as guest reviewers who asked me unique questions.**

 **The story suggestions you made are brilliant and have given me ideas that I never expected to come up with beforehand. Unfortunately, I won't be able to use all of them (or at least not for quite a while as the story progresses) but there are several story ideas which intrigue me greatly and will appear in the future.**

 **I've finally come to a decision regarding Valerie within my story upon discussion with my beta reader and story confidant. I've decided that I won't include her in Ben's harem. I know this will upset a few of you but that is my final decision. I really liked the rivalry which existed between Vali and Issei in the canon and wanted to keep it in my own story. As well as this, I just don't see Valerie being interested in Ben that way. She's a strong, dominant character and I can't find any realistic reason why she would submit herself to being one of Ben's romantic partners. That being said, though, I do have some ideas for who will become part of Ben's harem but I won't go into too much detail at the moment. (I had never heard of Looma before but, upon review, I could make something work with her.)**

 **I'm glad that I was able to spark the curiosity of several of my readers but I am keeping silent on any characters from Ben 10 canon I may bring into my story.**

 **From this point on, I plan to combine the light novel and anime together more than ever. They began to split apart a lot in the third season of the anime which steered very far from the light novel near the end. It is also from this point on that I really start to put an original spin on the DxD story.**

 **As it's the start of a new season, I'll use this to put in a disclaimer for the last time:**

 **(I think it should have been made clear by now that I don't own Ben 10 nor Highschool DxD. They each belong to their respective owners which isn't me.)**

 **. . . . . . . . . . . . . . . . . . . .**

 _ **Dimension Gap**_

The dark creature which remained incarcerated within the very 'edges' of the void listened to the various reports from his spectral slaves.

Since he had been informed of how the dimension where he originated from had changed over the recent centuries, he had created more slaves and sent them through the gap in the seals which imprisoned him and out into his dimension to gather information for him. He had ensured that they would never be sensed nor found by the inhabitants who dwelt in the dimension, not that he worried about the repercussions. They were all insignificant to him.

The only downside to his order was that it restricted the information they brought back to him and the time it took for them to bring it back to him. This was a very minor issue though; he'd existed since the creation of his dimension and time had no meaning to him.

" _ **It looks like things are starting to get interesting again,"**_ he muttered to himself with a sinister smirk on his featureless face. _**"So, God's little group and splinter groups have finally declared peace after fighting for so long? How boring. That is not what I expected them to do."**_

He spun around to glare at the spectral slaves which were gathered in front of him, each one prostrating themselves before him as was their proper place. _**"Why did this happen? What happened to using this 'Khaos Brigade' of Ophis' to put a stop to this?"**_

" **My…my lord,"** one of the spectres stuttered as it raised its head ever so slightly to answer its lord and master. **"We were able t-t-to get them to make their move against the peace summit between them but they failed. Their assault was beaten back by Azm–…I mean him, my lord. He and the three factions fought off the Khaos Brigade's attack."**

The dark figure growled at the spectral being's near slip of the tongue. He had made it clear to his slaves that he would destroy any who mentioned the name of the Dragon God. He despised every one of the Dragon Gods but he held a special level of hatred towards Azmuth as it was due to his and God's actions that led to him being imprisoned in this cursed prison.

" _ **For how long will I be forced to deal with him and his infernal interferences?! For all your sakes, I hope you brought me good news instead of this list of failures,"**_ he growled deeply as he glared at each one of the spectral figures, each one quivering uncontrollably as his gaze washed over them.

" _ **Well?"**_ he snarled when he failed to receive an answer immediately

Eventually a spectre at the back of the group slowly raised its head though not too high for fear of suffering the wrath of its master.

" **M-My lord. We were able to bring one of his sons over to our side. The White Dragon, Albion, has defected from the Fallen Angels and now works with the Khaos Brigade. W-We've also come up with a plan to…to infiltrate a promising faction of this organisation led by a descendent of the original devil to create our own versions of dragons which will serve you, master."**

The dark figure turned his back on his slaves and crossed his arms across his chest, tapping the side of his face with his fingers as he processed this particular piece of news. After a moment of silence, which in the Dimension Gap means very little at all, he chuckled quietly to himself. His chuckle gradually grew into a cackle and, from there, graduated into howling laughter which caused the prostrating spectres to quiver in fear at the malevolent tone in the laughter.

" _ **Hahaha! That is hilarious! So, Azmuth's precious contribution to life will be turned against what he stands for? Ha! That is so poetic; Azmuth, the Dragon God of life has provided me with the tools I'll use to destroy everything he and God created and finally break the barriers between the dimensions and restore existence to chaos as it used to be."**_

He turned back to his obedient minions, holding back another curse for relying on them while in his current state. _**"I want all of you to continue your tasks as if they were the only reason for your existence, mainly because they are. You've been successful with manipulating Ophis so far because it already resented Great Red for living in the Dimensional Gap. It doesn't have any idea why he lives in the Gap and I don't feel the need to tell it otherwise. Not when its being so helpful at the moment."**_

" _ **You lot!"**_ he said firmly, pointing to a group of thirty of the spectral beings. _**"I believe it's time to start looking for my son. He was thought to have been slain before I was sealed here but I sense that he still lives. Look for him in the Underworld where he'll be in hiding, waiting for word from me."**_

" _ **Oh…,"**_ he added as he turned his back on them. _**"I want all of you to know that I will spare the one which locates him, I needn't explain what I'll do with the others. Now be gone!"**_

The spectres didn't need to be told twice. They bid farewell to their master and disappeared in clouds of black smoke to carry out their duties. When all of them had finally left, the dark figure held out his left hand and, with a small swirl of dark energy, a small orb appeared in his hand. He snarled when he saw how bright and strong the swirling energy inside the orb had become since he had first been given it.

" _ **Now, what shall I do with you, "Tennyson"? I believe I've given you enough time to be corrupted by Azmuth's 'divine' influence."**_ He growled at the notion, wishing he had the ability to smite the dragon right then and there. _**"Now that the wheel to my release has begun to turn after all these millennia, it's finally time for me to have my revenge."**_

With this, he tapped the top of the brightly glowing orb with the tip of his finger. As soon as his finger came into contact with the orb, a small tendril of dark, corrupting energy appeared within the orb and began to complete its dark purpose as it started to merge with the energy within the orb.

Holding it up in front of him, the dark figure couldn't help but cackle sinisterly as he completed the first step to getting his revenge.

" _ **I will destroy your vessel, Azmuth. I will destroy him and ensure you are destroyed with him! you won't stop me this time! No one will stop me! I will rise again and destroy everything! Existence will be returned to chaos once more!**_

* * *

 _ **Elsewhere**_

 _Once again, Ben found himself floating through his dreams. At first, he thought that either Azmuth or Ddraig wanted to talk to him again because, for some reason, they couldn't do it while he was awake._

 _Maybe they just enjoyed ruining his sleep._

 _This dream was different though, and for two reasons. Firstly, he wasn't surrounded by crimson or emerald flames which was usually the case thanks to the influence of his two dragon partners. Even in his other, more personal, dreams the flames were still present somewhere in the dream._

 _The second reason was that he was naked. While it might not seem strange for a young, teenage boy when they're dreaming, but Ben was different. He had been meticulous in training his emotions and keeping them under control, especially in the cases where he is sexually stimulated. Not an easy thing to do when he was constantly surrounded by beautiful young women who clearly had feelings for him one way or another. He had persisted though and could now confidently say that he had a stronger control of his emotions now, mainly thanks to Azmuth's help._

 _The results of his training were also seen in his dreams where he wore clothes nearly all the time and was never stimulated by erotic dreams like a few weeks ago. This wasn't the case now, however, as he now found himself in nothing more than his birthday suit._

 _Just as he was wondering what was happening…._

" _Heeeeeeey there, Ben," a familiar chorus of sing-song voices called to him from behind him. he spun around to Rias, Asia, Akeno, Xenovia, and Koneko standing in front of him, just as naked as he was and looking at him with desire in their eyes, their arms outstretched towards him, beckoning him to embrace them._

" _Come on Ben, I need you," 'Rias' moaned seductively as she held her large, exposed breasts and groaned as she groped her own breasts. "I need your hands on my breasts. You can touch them all you want."_

" _T-Touch mine too!" 'Asia' whined cutely as she crossed her arms under her breast, pushing them up to emphasise them more. "I-I can do it if I close my eyes!"_

" _I've been such a bad girl," 'Akeno' purred as she ran her hands down her flawless skin. "I need you to teach me a lesson. You can do whatever you want to me, I don't mind as long as its you." She ended her statement by licking her finger and drawing circles around her erect nipple, a stifled moan escaping her as she did so._

" _My breasts are yours to do as you wish," 'Xenovia' told him with a sensual smile on her lips. "They're yours until our babies need them."_

 _Surprisingly enough, even 'Koneko' stared at him with desire in her eyes though she did her best to hide it. "I suppose I can let you touch mine too. But don't get the wrong idea, this doesn't mean I like you or anything."_

" _ **You know none of this is real, don't you?"**_

" _Of course I do Ddra_ _—." Ben suddenly stopped midsentence when he realised that it wasn't Ddraig, as he thought, speaking just then. He was certain that he had heard that voice before but couldn't put a face to the voice. He looked back through his memories to find when he had heard that familiar voice last._

 _His eyes widened as he suddenly remembered who the owner of the voice was. As soon as he remembered where he had last heard that voice, the apparitions of the girls disappeared as Ben found himself surrounded by pitch blackness._

 _As he spun around, he came face to face with…._

" _Julie?" Ben asked with shock._

" _ **The one and only,"**_ _'Julie Yamamoto' said with a swirl to show Ben that she was wearing the exact same clothes she wore on the day she ran him through the gut with a Light spear._ _ **"Did you miss me?"**_

 _Ben refused to answer as he felt a chill run up his spine. Why? How was he afraid of her? This is a dream! How can he feel like this in a dream?_

" _ **Aww, you're so cruel. How could you not be pleased to see me? Don't you remember; we dated once,"**_ _'Julie' said meekly as she looked at Ben with watery eyes._

" _What do you want? Why are you here?" Ben demanded, refusing to be tricked by her act again._

 _Sensing the same thing, 'Julie' immediately dropped her "school-girl act" and disappeared, only to reappear as Raynare behind Ben._ _ **"You've grown some balls since I last saw you,"**_ _she chuckled under her breath as Ben span around to face her._

" _What do you want, Raynare?" Ben demanded again, his patience growing thin very quickly._

" _ **You know it isn't real, don't you?"**_ _'Raynare' asked him as she floated horizontally at eye level with him, a relaxed look on her face._

" _Know what isn't real?" Ben asked, humouring her for the moment._

" _ **Their 'feelings' for you. You must realise that they aren't genuine. You're a fool if you think otherwise,"**_ _'Raynare' explained with a sly smirk._

" _What the fuck are you talking about?" Ben growled out as he glared at the apparition intently._

" _ **It's all because of your Sacred Gears. It's their influence that's causing them to act like they do. Those girls don't care about 'Ben Tennyson'. No, their panties get wet for the almighty 'Dragon All-Father',"**_ _she said theatrically at the last part._ _ **"They're only with you because your Sacred Gears compel them too."**_

" _And why should I believe a deceitful bitch like you?" Ben snarled, anger clear in his voice._

" _ **You don't have to believe me,"**_ _'Raynare' told him as she disappeared once more though her voice kept echoing all around him._ _ **"There's a part of your subconscious that already knows this but you keep it supressed because you want– no need them to be with you. You'll listen to the truth and do the right thing. I've always liked that about you; you're a good boy who does whatever you're told by those who know best. After all…."**_

 _She suddenly reappeared with her lips extremely close to his ear._ _ **"…Will you please die for me?"**_

* * *

Ben's eyes opened abruptly as he awoke.

' _What the fuck was that about?'_ he thought to himself as he took several deep breaths to calm himself down.

He had never had a nightmare like that before in his life. he hadn't even dreamed of Julie before so why did she just appear like that?

Some movement on his right attracted his attention as he glanced over to see a naked Rias Gremory fast asleep, curled up against him and using his arm as a pillow as she always does. He glanced to his left to see Asia in a similar position. The two of them looked incredibly cute even when asleep.

He could have happily watched the two of them sleep before they had to get up. However, that thought was dashed almost as soon as he thought of it when he felt movement below and the blanket covering him and the two sleeping beauties on either side of him slowly rose to reveal Akeno's violet eyes staring back at him with a very mischievous smile on her face.

"How did you get in here?" he asked, quietly so as to not disturb his sleeping companions, with a small smile of his own. He had failed to notice the weight of her considerable breasts resting on his stomach while her long, smooth legs had become intertwined with his own. He wasn't even surprised when he realised that she was completely naked.

The recent nightmare had disappeared from his mind along with the worry that came with it.

"I didn't hear you come in. How did you do that?" he asked her quietly as she slowly crawled up his body, taking extra care to remain in close contact with his body. She came to a stop close to his face, her large breasts now resting on his bare chest where he could feel the warmth they provided on his bare skin.

"I have my ways," she purred cryptically. "Good morning."

"Good morning," he muttered, unconcerned at how helpless he was against her with his arms being pinned down by Asia and Rias. "Uh, how long have you been there?" he asked, unable to think of any other question to ask.

Akeno chuckled cutely and drew circles along his chest with her finger. "Long enough to know that I quite like it here. I could get used to it."

As he looked into her eyes, Ben noticed that her raven-black hair was draped all over her back and covering both their abdomens with its length. He rarely saw her hair like this as she always wore her hair in a pony-tail. He had to admit that he found this look of hers a lot sexier than when it's tied up.

"Have I ever told you that I like it when you have your hair down like that?" he asked with a warm smile, unable to mistake the blush which appeared on the S&M enthusiast's face at his words.

"No, you haven't," she said quietly, her blush running right down her nape until it reached her breasts. "Do you really like it like this?" she asked, picking up some of her hair and holding it between them.

"I do," Ben replied, honestly, wishing he could run his hand through her hair again to feel its softness once more. "I really like it like this."

"I can tell," she purred as she ground against his crotch where a bulge was present. "I can feel just how much you like it."

She leant down and placed her lips against his neck and kissed it deeply enough to leave a visible mark on his neck when she pulled back to admire the mark she had made on his neck. "I wonder what Rias will say when she sees what I've done to her precious Ben," she whispered in Ben's ear, causing a shiver to run down his back as her breath brushed over it.

"I can guess," Ben replied, also in a whispered tone. "You really are a bad girl, aren't you? Acting like this with Rias sleeping next to us. We'll both get in trouble if she wakes up."

Akeno shivered as he called her a bad girl. She couldn't get enough of him scolding and felt a warmth in her core whenever he called her a bad girl. She could happily be called scolded by him forever. "Well you'd better hope she doesn't wake up then. The thought of getting caught gets me so hot, doesn't it get you hot too?" she purred as her soft fingers traced the lines of his face slowly, taking great care when they brushed over his lips.

"It had crossed my mind," Ben replied quietly as he ran his left leg, which was now in between Akeno's legs, up hers until he reached the end where he felt dampness coming from her core. Akeno took a sharp intake of breath when he reached her 'special place' and found out just what he was doing to her. "But what are you planning to do exactly?" he asked her with a sly smirk.

A similar smile appeared on Akeno's face as she slowly brought her head down on top of his, their lips parting as they prepared to devour each other's mouths.

"And what is going on here?"

The pair of them stopped what they were about to do and glanced over to see a fully awake Rias Gremory who was staring at the pair of them with a particularly displeased look on her face.

"Good morning, Rias," Akeno greeted her king politely though she remained where she lay as she said this.

"Good morning. Why are you here, lying on top of Ben?" Rias asked in a calm voice as she slowly rose from where she lay until she was sitting on the bed, the cover having fallen off her body to reveal her impressive chest.

Akeno chuckled as she also pushed herself up until she was at the same level as Rias though she was still straddling Ben's waist. "Me?" she asked with false innocence, "I just came here for some skinship with my handsome Ben. It's so lonely being in bed by myself."

Rias' eyebrow rose at the particular phrasing of Akeno's words and her scowl deepened. "'Your Ben"? And just when did you become his master? The last time I checked, it was still me."

"I may not be his master but I'm still his senior. It's only natural that I take _good_ care of him, right? It's the duty of all seniors to be affectionate to their juniors, I'm just lucky that Ben's my junior, though I certainly wouldn't mind him taking good care of me," Akeno replied as she cupped her cheek with her right hand, a small blush reddening her cheeks at the thought of Ben doing whatever he wanted with her body.

"Senior, huh? So that's your reasoning. Others may believe a story like that, but not me. I know perfectly well why you're here and find myself, yet again, telling you to leave Ben alone. I can't help it with Asia but I refuse to let anyone else get too close to him."

Her raven-haired queen was completely unfazed by Rias' declaration. In fact, her smile broadened at Rias' words and chuckled. "You seem determined to keep Ben all to yourself. What's the matter? Are you perhaps afraid that I'll steal him away from you?"

"Oh, I can't let you get away with that!" Rias told her as her body was enveloped with a crimson aura. "It looks like I need to discuss this with you once more."

"You're releasing quite a lot of aggressive energy for a simple discussion, aren't you?" Akeno retorted as she, too, was engulfed in a pale-gold aura.

"Come on, you two, it's too early in the morning to be doing this," Ben groaned as he used his recently freed arm to wipe away any remaining tiredness off his face. The two beauties didn't listen to him as they continued to glare at each as they released sparks all over the place.

"Is it morning already?" Asia asked with an adorable yawn as she slowly opened her eyes and rubbed the sleep out of them.

"Yeah, but we don't have to get up just yet," Ben told her kindly as he ran his hand which she had been using as a pillow and ran it through her silky, blonde hair. "You can go back to sleep if you want."

The half-awake blonde-haired bishop yawned again before moving closer to him and wrapping her arms around his neck as she got comfortable again. "Ok, but I want you to hold me."

Ben marvelled, once again, how such an adorable person like Asia could exist. "Ok, ok," he muttered with a warm smile as he removed his hand from her hair and wrapped it around her waist, holding her close to his chest where she lay her head in the crook of his neck and soundly fell asleep again.

"The things I do for you," he said to the slumbering bishop in his arm and turned his attention back to the fighting devils.

Boof!

Rias kicked off their little spar with a fierce throw, sending the pillow she used as ammunition towards Akeno who was too slow to catch it as it soared past her arms and hit her square in the face. She took it in her hands and returned the favour, sparking a 'fierce' pillow fight between the pair of them.

"I don't appreciate how you keeping touching my things!" Rias stated as she dodged a pillow thrown at her and threw her own in retaliation. It struck Akeno in the face, but when she pulled it away, she still had a smiling face.

"You're so possessive, Rias. You need to stop being so stingy!" she told the crimson-haired heiress as she struck a direct hit as it hit Rias' face.

Even if it was still too early to be acting like this, Ben couldn't help but smirk as he watched the two of them acting like normal teenagers. Even though they were expected to act like proper, refined devils, particularly Rias, the sight of the two of them were sitting on his bed and arguing just like a pair of regular teenage girls was a refreshing one.

"The house has just been renovated. I refuse to let you do as you please, Akeno!" she declared as she threw the pillow in her hand. Unlike the pillows before, however, this one had been imbued with some of Rias' magic which resulted in the pillow being enveloped with a crimson aura. It sailed towards Akeno but exploded in a cloud of feathers as Akeno blew it up with her own magic before it hit her.

"Lord Sirzechs told us that we need to get along with each other," Akeno countered with a large smirk.

"I don't care! You and my brother are just getting in the way! I can't stand other girls getting so close to my Ben anymore!" Rias retorted with frustration in her voice.

Ben couldn't help but feel happy at her declaration. The image of 'Raynare' from his nightmare suddenly appeared in his mind for some reason. He pushed it out of his mind though, he didn't know where such words had come from but he brushed them off. It was just a nightmare after all, nothing to get worked up over.

"You plan to go against your brother's wishes? Do you value Ben more than him then? Are you sure you can't lend me Ben for a bit?" Akeno asked as she placed her hand on his bare stomach.

"I said no!" Rias exclaimed as she crawled up the bed until she reached Ben's head which she held in her arms, her large breasts resting on his head. "Ben is mine, I won't give him to anyone, got it?!"

As her breasts rested on his head, Ben's respect for the Gremory heiress grew with the fact that he could feel the weight of the orbs when they were resting on him. Rias had to carry them with her wherever she went. He looked at Akeno's chest and shared this new respect with her too as hers were larger than even Rias'.

He lost his train of thought when something Rias said took priority.

"Wait a minute Rias…did you say renovated?" Ben asked, suddenly noticing that the bed he was lying in was far too big and comfortable to be his bed. The only word he had to describe the size of the bed he was lying in, and that word was "massive"! not only was the bed he was lying in humongous but it also had a canopy above it and four bed posts on each corner which nearly hit the ceiling.

If the bed hadn't been a massive giveaway, Ben looked around to see that the whole room was massive. It was nearly four times larger than it used to be! His TV had been changed from a modest, average-sized set into what looked like a 70inch flat screen TV which now took up a large part of one of the walls. He could even make out the numerous game consoles underneath the TV along with other games and gadgets that he'd never even hope to be able to get.

"Is this my room?" he asked with amazement as he looked out of the large window (which had its own balcony incidentally!) and noticed how the view was very different from before.

' _Was my room always this high?'_ he thought to himself as a flock of birds flew past the window.

Ben would later learn exactly how much his house had been changed in the magic, overnight renovation. His modest house had been replaced by a six-story tall mansion. While, before the changes, his house had two floors, the new house had _six_ floors as well as two basement levels. The ground floor held spare bedrooms for any guests who may visit, an extremely spacious living room and bathroom, humongous kitchen, as well as a large, traditional Japanese-style room.

The floor above that held his parents' room, his sister's room, left as best it could be for when she eventually came back from university, as well as a large study and a storeroom with copious amounts of space. Akeno, Xenovia and Koneko's rooms were all located on the second floor while Ben, Rias and Asia's rooms were on the third floor of the large building. Just like the ground floor, the fourth floor contained more spare rooms in case they needed to accommodate any guests. The fifth floor had been left empty so that it could become whatever the residents of the house needed which left the rooftop which held a beautiful communal garden with tables and chairs set out to enjoy the garden as well as the impressive view.

If all this wasn't impressive enough, the basement held even more! The first basement level held an indoor cinema, multiple training and sparring rooms, changing rooms, and a large indoor bath which came with a refrigerator that held different flavours of milk. The lowest basement level was the home of a heated Olympic-size swimming pool.

Every one of these floors was accessible either by the staircase or by the lift which was connected to all the levels above and below ground.

"Yes, this is your room," Rias said, glad to change the subject and not continue her argument with Akeno over her sharing her precious servant or not. "I had my brother renovate the whole house because of his desire that Akeno, Xenovia and Koneko come to live here."

"And they did all of this last night?" Ben asked, his eyes still examining his new room, unable to be absolutely sure if he hadn't fallen asleep and was now dreaming.

"Of course they did, silly," Rias chided him jokily as she changed her position so that she could rest Ben's head against her breasts and hold him close to her. When she noticed how calm he was being about it, she tapped his cheek to attract his attention. "I was expecting you to be freaking out about the renovation. Why are you so calm about it?"

"After everything I've seen and experienced over the last few months, I've learnt to just go along with it. There's still a lot for me to learn about my new life as a devil," Ben told her with a small smile. "You told me that you would get your family to do this a few days ago but I didn't realise you'd be able to do it in a single night. Devils sure do work fast, don't they?"

* * *

A few minutes later, when Rias and Akeno had calmed down, the four of them proceeded with their morning routine before trying out the new lift which took them to the ground floor where they joined everyone else in the kitchen/living room where breakfast had been set on the table which was five times larger than the one they used in their house before the renovation.

Already gathered around the table were his parents, Xenovia and Koneko. He joined them as did Rias, Asia and Akeno, each one finding a seat wherein which Ben found himself sat between Rias and Asia just like they did in the old house. Once sat down, Ben listened to his dad who was explaining to his mum how shocked he had been when he came back home after last night's work.

He had come back home in the early hours of the morning because he had stayed late at his office to do extra work. The reason behind this was because, as well as giving them a brand-new house, literally overnight, Rias' father had also gifted Ben's parents with a holiday lasting nearly the entire summer holiday in thanks for letting Rias stay with them and for letting the other girls stay there too. His dad, Carl, still didn't feel as though they had done anything worth such a thing and had decided to do as much work as he could in the few days before they were due to go on the holiday.

"I just couldn't believe it when I got back home, only to find that the renovation had been finished and we now live in a mansion," he said as he drank some of his morning coffee.

"I can't believe they were able to do it overnight," Sandra added happily. "Talk about hassle-free."

Ben didn't say anything and continued to eat his breakfast in silence. He didn't know who actually did the deed, but it was obvious that his parents' memories had been affected since last night. There's no way in hell they'd just accept that such a massive house could've been built from the ground up in a single night.

Not even his parents could be that oblivious.

"Hey honey, do you know what happened to the Suzuki's and Tamura's?" Ben's dad asked his wife, referring to their neighbours who lived on either side of their old house.

Ben stopped eating and glanced up at his parents, slight worry on his face. Due to the size of their new house, their neighbours' houses had to be demolished to make space for the mansion.

"I heard that they'd suddenly obtained a lot of money as well as really good plots of land and moved there instead," Sandra Tennyson explained to her husband, missing the silent sigh of relief from her son.

"It's alright. My father offered them a very generous deal. They were very happy with what they got," Rias whispered to him with a wide smile on her face that Ben couldn't help but imitate.

"Rias, are you sure that I can't do anything to repay your father for everything he's done for us?" his father asked the Gremory heiress earnestly. He had asked to ask her father after he heard about the holiday he and his wife were being given but Zeoticus had turned down all requests for his dad to repay him. "I still can't fathom why he's being so generous to us."

"I told you already, father," Rias said with a warm smile, adding the last part which caused the middle-aged man to sputter with his cup of coffee he had just been drinking, still unused to the girls calling him 'father'. "My father's company was looking to renovate the house of one of their employees as part of a model house, it's just coincidence that it happened to be yours."

Ben couldn't help but smile at Rias and his parents. He smiled at Rias because of the outlandish lie she was telling them so confidently and he was smiling at his parents who were believing the outlandish lie. He honestly couldn't tell which one he found funnier. "The holiday is just his way of thanking your family for looking after me while I'm at school. My own family live quite far from Kuoh and they were worried about my wellbeing. They are so grateful to you letting me stay here, and even more so after they were able to meet and see what wonderful people you are."

Both Carl and Sandra couldn't hide the small reddening of their cheeks at Rias' words. Unlike the lie with the house, this part was genuine she had told Ben one night.

"Well we are more than happy to have all of you stay here with us," Sandra told the other girls gathered around the table. "I've always liked the idea of having a large family. I was an only child, you see, so it was only ever me and my folks. It's become a lot more cheerful since all of you moved in," she added and was met by all of them thanking her, once again, for letting them stay there.

She waved off their thanks. "There's no need to thank us. I actually need to thank you girls for keeping my son in line."

"Mum!" Ben moaned though she completely ignored him and carried on.

"I hope he's been treating you well. I like to think I brought him up to be a perfect gentleman, but you know how hormonal teenage boys can be," she said, enjoying the age-old parent tradition of embarrassing her son when they brought friends home, especially when they were beautiful young women.

The girls couldn't help but giggle when Ben buried his face in his hands, wishing to whoever would listen to disappear into thin air. His dad, who had finished his breakfast and morning coffee passed by him though not without ruffling his son's hair with amusement as he passed him on the way to the kitchen.

"He's been very kind," Akeno said with a sweet smile on her face as she addressed Sandra. "He's always treated me with respect…even when I haven't been the easiest person to deal with."

Ben's mind took him back to the school changing rooms and the temple where he found out about Akeno's heritage and felt his face redden as he remembered what they had done.

"Compared to some of the other guys at school, I guess he's a good guy," Koneko said in her emotionless tone though it was still the nicest thing she had ever said about him.

"I didn't know anyone when I came to this town," Xenovia explained with a small but warm smile on her face, "but he treated me with kindness, even though we didn't meet on the best of terms."

"Even though I come from a rich family, while the other students treat me like the heiress to my father's business, Ben looked passed that side of me and treats me just like a normal girl, something I've never been able to do until I met," Rias added to the conversation as she placed her hand on Ben's shoulder, a kind smile on her face.

"He was the first person to ever speak to me properly when I came to Japan. I don't know where I'd be without Ben," Asia said to Sandra as she glanced at Ben with an adorable smile stretched across her cheeks.

Sandra smiled warmly, proud of her son and how he has grown since their move to Japan. "You don't know how glad I am to hear that, girls. I'm so proud at how he and his sister have grown and the kind of people they have grown into."

"Speaking of which," Carl said as he returned to the table, ready to head to work, as he directed his attention towards Ben who glanced at him through his fingers, still embarrassed at the previous topic of conversation. "Your sister will be coming back home for a few days near the end of the holidays. She's with a group of friends for most of it but will come back here for a few days to see us before going back to university. As you know, we won't be here when she arrives. We've told her about the holiday and that you'll still be here to see her."

Ben groaned again and rested his head on the table at his dad's piece of news. The girls, on the other hand, particularly Rias and Asia, appeared excited at meeting Ben's mysterious older sister.

"Jennifer's coming here?" Asia asked with a joyful expression on her face.

"We finally get to meet her?!" Rias asked excitedly, a similar expression of joy on her face too.

"Oh joy, I can hardly wait," Ben muttered sarcastically, more to himself than anyone else.

' _Just when I thought I'd enjoy summer,'_ he thought to himself and was sure he could hear the very faint sound of a certain crimson dragon laughing in the back of his mind.

* * *

After his dad had left for work and everyone had finished with breakfast and shooed out of the kitchen by his mum, Ben followed the girls as they headed up the stairs until they reached his room. Everyone had gotten comfortable in the small seating area in his room and waited for the last two members to turn up.

They didn't have to wait long as Kiba and Gasper entered his room a few minutes later. Like, Ben and the girls, Kiba and Gasper had ditched their usual school uniform look in favour of wearing casual clothes.

Even with an extra member attending their meetings now, they hardly took up any space in Ben's room unlike his old bedroom where most of them had to sit on the floor. Now, though, everyone was sitting comfortably on expensive-looking sofas.

Though he still liked to sit in his cardboard box, Gasper was looking a lot more confident than he did when Ben first met the dhampir. Ever the cross-dresser, Gasper had chosen to wear girl clothes which actually did make him cute in a certain way.

"So we're heading to the Underworld?" Ben asked, referring to what Rias had told them when everyone had gathered and gotten comfortable.

"Yes, it's something I do every year during the summer holidays. The gathering of young devils is also happening soon so I want to spend some time at home before that."

"And as all of you are part of my household it's only natural that come with me. Come to think of it, this will be the first time that Xenovia and Asia have been to the Underworld, won't it?"

"Yes. I must admit that I'm more than a little nervous about going to hell while I'm still alive," Asia answered with a nod of her head at Rias' question.

"It will be, yes," Xenovia added, also with a nod of her head. "I've always been in interested in the Underworld. I find it incredibly ironic that I'll be going to the same place that sent heretics to when I worked for the church. I guess it suits a former believer who became a Devil."

Rias pulled Ben's cheek and forced him to look into her stunningly beautiful blue eyes. "As for you…. I plan to keep you close to me. Don't think I didn't see how you reacted to Akeno's little 'wake-up' call. I plan to keep you around for a few dozen millennia at the very least."

She finally released her hold on his cheek and returned her attention back to her peerage while Ben massaged his sore cheek. "We will be there until the 20th of August. After which we'll be coming back here with plenty of time of before we get to finally meet Jennifer."

Everyone smiled at the grimace on Ben's face as he was reminded of that 'fantastic' piece of news.

"What's wrong, Ben?" Asia asked with confusion. "Is Jennifer not a nice person?"

Ben sighed and looked at Asia with a small smile. "No, no she is. She's a really nice person, just not to me. She'll be really happy to meet all of you and you'll enjoy meeting her, you can trust me on that."

"If she's a nice person, why aren't you excited to see her?" Rias asked him curiously.

"We have a particularly unique history," Ben revealed as he slowly ran his hand down his face. "It's hard to explain but you'll definitely see it when you meet her."

Accepting his pretty vague answer, at least for the moment, Rias continued to explain the schedule to them in more detail. As he listened to her, Ben's mind brought up images of the last and only time he had been to the Underworld. It had been when he went to stop the engagement between Rias and Riser. Apart from knowing that the sky was purple there, he knew absolutely nothing about the Underworld.

He was brought out of his thoughts when he sensed a familiar aura of power coming from the corner of the room.

He recognised the owner of the aura straight away.

"Are you coming with us to the Underworld, Azazel?" Ben called out.

Everyone was confused as to what he was talking about when they were startled by the Governor-General's laughter from his seat in the corner of the room, out of the way and out of sight.

"Ha! You're already getting stronger," Azazel observed as he rose out of his seat and approached the group of young Devils.

"How did you get in here?" Rias demanded as she rose up off the sofa and glared at the Fallen Angel as she tried to hide her surprise.

"Hmm, I can't be completely sure, but I think the locals call it the "front door"," Azazel said with amusement, pretending he had to give it serious thought before answering her question. "Correct me if I'm wrong," he added with a smirk.

Rias' glare intensified at his quip. She would have retorted had Kiba not spoken up.

"I didn't even sense your presence," he said, voicing his honest feelings.

"That just shows me how much work I've got ahead of me. If the rest of you couldn't even sense my presence, you've got a long way to go."

"To answer your question, Ben. Yes, I will be going to the Underworld with you. I'm in charge of your training after all. That and I've got important business to attend to while in the Devil-held area of the Underworld."

Azazel then took out a notepad from his jacket pocket and read aloud as he ran through the schedule he had written.

"We've got quite an interesting schedule ahead of us. First…a visit to Rias' parents, the introduction of new servant Devils to the current head of the Gremory family. After that, you guys have annual gathering of young Devils…."

"That sounds like fun," Ben muttered under his breath at the prospect of the gathering. If they were anything like Riser Phenex then he doubted he'd be able to stay in there. He eventually came to the conclusion that, as long as they didn't antagonise him or pester any of his friends then he may be able to go through with it. Even though he muttered it under his breath, Azazel still heard him and smirked before continuing where he left off.

"Once you're done with that, you finally move onto your training with me. I've already got special training planned in mind for all of you, and while you're all doing that, I'll conclude my business with Sirzechs. Urgh, that'll be tiresome."

Ben couldn't help but smile at Azazel's attitude towards his job as Governor-General of the Fallen Angels. It must only be due to the competence of his subordinates that the Fallen Angels have been going as long as they have.

When he finished reading off the itinerary of their time in the Underworld, Ben asked him a question which he had been eager to know since the peace summit.

"Hey, Azazel. How's the change to the System coming along?" Everyone glanced at Azazel for his answer with interest, Asia and Xenovia, understandably, looked the most interested in his answer. "Any progress?"

"From what Michael has told me, they're making excellent progress. You have to understand that it'll take some time before it's finished. The System is an unbelievably complex creation that not even God fully understood. The two pieces of Ascalon will certainly change it but it'll take a while longer, understand?" he told them without any humour or wit which was rare for him.

Ben caught a brief flash of disappointment in the eyes of the two former church members but that was quickly replaced by hope. He knew how much praying meant to them; it was actually the main reason he wanted to change the System in the first place.

"If you're going to the Underworld with us then I guess I should make some travel reservations for you," Rias stated after Azazel closed his notepad and returned it back into his pocket.

He nodded at her question, a smile back on his face.

"I'd appreciate it. It'll be my first time entering the Underworld the same way the Devils get there. I have to go through the Fallen Angel route which is so 'samey'. The opportunity to get there a different way is quite exciting.

As Rias followed Azazel out of the room to arrange transport to the Underworld for him too, Ben found himself starting to imagine what the Underworld looked like. All he really knew about was from those who had been there before but that wasn't the same as seeing it for yourself.

' _I wonder what it'll be like,'_ he wondered with interest.

* * *

 _ **The next day**_

They were finally ready to set off to the Underworld. They were setting off shortly after his parents had left for their long holiday. As they bid their farewells before they set off, Ben couldn't help but sweatdrop as his parents, who had given a very quick goodbye, began to fret over the girls; even Akeno, Xenovia and Koneko who had only been living with them for just under a week. They both hugged Asia tightly, much to her embarrassment. In the relatively short time since she had come to live with them, his parents had quickly come to see her as another one of their children, only she was much cuter and more adorable than he was or, in his opinion, his sister was, even when they were younger. Rias also received a warm hug from his parents. It was a hug which Rias was only too happy to reciprocate and she did so, making sure to tell them to enjoy themselves on their holiday.

Once they were done with the embarrassing farewells, they then started asking the girls all sorts of questions. They asked them if they'd be alright in the house without them there. Would they be alright with it just being Ben there with them?

Rias just giggled at this question, clung to Ben's arm and informing his parents for the fourth time since they started to leave that they would be absolutely fine. The other girls agreed with her and, after another ten minutes of loitering, all of them found themselves standing on the porch, waving to his parents as they entered the taxi which would take them to the airport and take them to the first destination on their all-expenses paid world tour holiday.

After his parents had finally departed to their destination, Rias and her peerage left a few minutes later in the opposite direction. Their destination being the nearest train station.

Not long after they started heading down the street in the direction of their nearest station, they soon spotted Kiba and Gasper waiting for them. Just like them, Ben and the girls were all wearing their school uniforms. When Ben had asked her why he had to wear such an uncomfortable thing she had told him that, as they were entering the Underworld with a member of an incredibly old and influential pure-blood family, they had to wear their best uniform.

Once Kiba and Gasper joined their entourage, they continued down the road towards the station. Ben found himself near the back of the group as they each began holding different conversations with each other. Xenovia and Asia discussed their excitement for heading to the Underworld for the first time with Kiba and Gasper while Rias, Akeno and Koneko discussed their thoughts on Azazel and their ideas of what kind of training he had in store for them.

The Governor-General wasn't with them currently as he had other stuff to do before going to the Underworld. He had told them that he would meet them at the station.

This left Ben keeping up the rear though it wasn't all that bad. It left him to his thoughts; thoughts on meeting Rias' parents, the young devils gathering, how far he had to go before he stand up to Valerie without help.

" _ **It's impossible to catch up with her. She's in an entirely different league altogether."**_

Ben's eyes widened at the eerily familiar voice speaking in his head. Why was he still hearing Raynare's words in his head? Shouldn't he only be able to hear Azmuth and Ddraig's voice? How come he was still hearing the voice of someone from a nightmare he had?

" _ **Because I'm not just a nightmare."**_

Ben pressed his eyes closed and pinched the bridge of his nose as he felt a dull pain behind his eyes. After a few seconds of this, the pain slowly went away.

"Ben?" Rias called his name, attracting his attention. He looked up to see that they were quite far ahead of him. He must have slowed down his pace when he felt the dull pain in his head.

Noticing how far behind he was, Ben picked up the pace until he caught up with them.

"Are you alright?" Rias asked him with genuine concern on her face.

"Yeah, why wouldn't I be? I just got lost in my thoughts, that's all," he told her truthfully. "I must've just blanked out for a second."

As they resumed their journey down the street, the bright, summer sun glaring down at them unobstructed in the sky above. Sticking close to them, Ben couldn't get over Raynare's voice in his head. She was dead; he'd killed her himself when he had gone on a rampage after she had taken Asia's Sacred Gear, killing her in the process.

Not being the kind of guy to bring up something so unusual to ruin everyone's good mood, he decided to ignore it. It was just a voice after all.

" _ **I'm more than just a voice,"**_ the voice echoed in his head.

" _What are you then?"_ Ben asked the voice.

 _ **[Did you say something, partner?]**_ Ddraig asked as he stirred in the depths of Ben's mind.

" _What? I wasn't talking to you,"_ Ben told him, confused why the crimson dragon would think that.

 _ **[Were you talking to me then?]**_ Azmuth asked with faint annoyance in his voice.

" _No I wasn't, I was talking to—."_ A thought suddenly struck Ben. _"Wait. Can't you hear her voice?"_

 _ **[Whose voice?]**_ Azmuth sighed, his annoyance at their pointless conversation growing by the second.

" _ **They can't hear me. If I meant you harm, why can't Azmuth or Ddraig hear me? They're both very powerful and would be able to sense if someone was trying to talk to you mentally, wouldn't they?"**_

" _I—never mind. I thought I heard a voice, I must've been imagining it,"_ Ben told the two dragons who grumbled at being disturbed and returned back into the depths of their Gears.

" _ **Only you can hear me,"**_ the voice explained to him. _**"You can even send me to the depths of your mind, you can't speak to me directly, however, only listen to what I say."**_

Ben ignored 'Raynare's' voice and followed after Rias and the others.

" _ **Then again, it's probably a good thing they can't hear me. Who knows what they'd say if you told them that you can hear voices that they can't even though they're in your head too. It's already cruel what they do to your lady friends.**_

' _What are you talking about?'_ Ben thought. If he couldn't speak to the strange voice without getting into a state of confusion with his two dragons, he'd have to communicate without directly speaking to it.

" _ **I'm talking about their dragon influence. Sure you might find yourself surrounded by beautiful women, but don't you find it too convenient that they'd have such strong feelings for you after only a few months of knowing you? Their influence is affecting their minds."**_

' _That's not true, Ddraig told me that draconic influence doesn't work like that.'_

" _ **I you say so. I'm not going to argue with you. But what if you're wrong?"**_

Ben shoved the irritating voice away, disturbed by the last thing it said though he didn't know why that was. He had no reason to believe that Ddraig told him a lie though the voice's question still disturbed him though.

He was brought back to the here and now when he felt his arm being trapped in between Rias' breasts as she let him catch up and clung to his arm.

"Hey Ben, would you like me to show you around when we're in the Underworld? There should be enough time to do that," she asked him as she rested her head on his shoulder as they walked.

"Sure, I'd love to. I've always wanted to see where you grew up," Ben replied with a smile on his face.

"It's a date then," Rias murmured happily before instantly regretting her choice of words as Akeno and Asia came to a sudden stop, halting their procession, and looked at the pair of them intently.

"Oh, if Rias gets to spend some quality time with Ben then I want to too," the raven-haired queen declared, taking hold of Ben's other arm in her large breasts before her cheeks reddened as perverted thoughts entered her mind. "I want to spend some time with Ben alone in the bedroom. We can do all the erotic things that Rias can't seem to do."

Rias' own cheeks reddened at Akeno's words and tried to pull him away from Akeno but failed due to her queen's firm grip on his arm.

"I forbid it!" she stated firmly as the two of them locked eyes with each other, sparks flying between their intense glares. It was as if they were just continuing with their fight yesterday.

"I-I also want to go on a d-d-date with Ben," Asia said meekly, a deep blush appearing on her face as she spoke.

"I don't know if we'll have time in the Underworld but we can go out whenever you want when we get back," Ben told and was rewarded with Asia's most adorable smile to date.

* * *

Once the two 'Great Ladies' of Kuoh academy had stopped fighting over Ben, at least for now, they continued their walk until they eventually reached their destination, the Kuoh train station. It appeared to be just like any other normal train station found throughout the various towns in Japan. Just as he was about to ask if they were going to the Underworld on a normal, human, train, Rias and Akeno walked straight past the main entrance and headed towards the lift within the station.

When they reached it, Rias turned around and addressed her peerage. "As the lift can only hold five people at a time Ben, Xenovia and Asia will be coming down with me and Akeno as its your first time going to the Underworld."

"As for the three of you who are used to it…," she added to Kiba, Gasper and Koneko, "…could you please wait here and come down with Azazel when he finally decides to honour us with his presence."

The three of them nodded their heads at Rias' request.

A confused look had spread across Ben's face as he looked at the lift behind the Gremory heiress. As far as he knew, the lift in front of him could only take someone up to the next floor up in the station it was connected to. It was usually only used by those who were unable to use the stairs.

Curious to see what would happen, Ben followed Asia and Xenovia into the lift along with the luggage they had brought with them. Thanks to the number of people in the small lift as well as the luggage they had brought with them, there was very little space as the lift started to descend. Ben found himself pressed up against the wall of the lift with Akeno's breasts pressed against his chest. He didn't know whether it was accidental or done on purpose, but the way Akeno was looking up at him with a lewd expression along with where her hands were pressing, he had a strong suspicion that it was the latter.

Even though he doubted it at first, he couldn't deny the familiar sensation in his stomach that the lift was, indeed, descending further into the Earth. Unlike him, Asia couldn't help but squeak cutely at the lift's sudden move in the, seemingly, wrong direction. Rias giggled at her bishop's shock.

"There's a secret level beneath the station," she explained.

"This is the first time I've heard of such a thing," Xenovia replied as she tilted her head at the strange turn of events."

"That's not very surprising. This is a route exclusively used by devils after all. It's completely impossible for humans to find their way here, even if they spend their whole lives trying to find it," Rias told her, receiving a nod of understanding in return.

The lift continued to descend into the earth for another minute before it finally came to a halt as it reached its destination. Once the doors were open, everyone exited the lift to find that they were now standing in what appeared to be a huge cave, one of the largest that Ben had ever seen in his life, and left the lift to find themselves standing on what seemed to be the platform of a train station.

They waited on the platform for the lift to return back to the surface before immediately descending back down again with new passengers. When the doors to the lift opened up again they revealed the others plus Azazel who held an interested look on his face as he looked around the platform.

"So this is how Devils get to the Underworld? By a train? Well, I have to admit that it's a lot more elegant than the way Fallen Angels usually use," he said as he exited the lift and examined his surroundings.

"Now that we're all here, our train is on platform three," Rias explained as she took the lead and led her peerage towards their desired platform.

As they walked along the platforms, Ben realised what was so strange with the station besides it location: there was nobody else there except them. The place was completely deserted and silent aside from the footfalls from their group as they headed towards platform three.

As he looked around the unique sights all around him, it wasn't until he felt her taking his hand and intertwining their fingers that he realised that Akeno had slowed down to reach his side. Showing her a slight smirk, Ben tightened his grip and held her hand fondly. His smirk grew when he saw the happy expression that formed on her face as well as a blush which reddened her cheeks. She usually held a stoic or care-free expression so seeing her with such a girlish expression was a new and refreshing sight that made her even more beautiful than before.

"You seem to be growing quite bold lately," he whispered into her ear and chuckled when she shivered from his breath on her ear.

While his face was close to hers, she turned to face him and pressed her forehead to his, her striking, violet eyes capturing his vision. "What can I say? I'm taking advantage of the situation," she purred seductively, her eyes never leaving his until he returned his attention ahead of them.

" _ **Poor girl. She's so affected by their influence that she doesn't know what she's doing. She hates her Fallen Angel heritage so much that she'll do anything to escape it,"**_ the voice echoed in Ben's head, referring to Azmuth and Ddraig's draconic influence.

His head started aching again as the voice reappeared and Ben pinched the bridge of his nose in an automatic response. When he realised that Akeno was staring at him he reacted quickly and ran his hand down his face, his expression transforming from one of pain into one of awe as he looked at his surroundings again.

"This is incredible," he breathed, distracting Akeno from his initial action and hoping she wouldn't notice his initial action.

His bet paid off when Akeno smiled and returned her attention back to looking ahead of her. "You haven't seen anything yet," she said cryptically but refused to tell him anymore.

Their group continued to travel through the various passages until they emerged into yet another huge open space. Unlike the first one though, this platform had a train waiting for its passengers to board it before it then took them to the Underworld. It was unlike any train that Ben had ever seen in his entire life. It was almost three times bigger than the normal trains on the surface which humans use and was adorned with numerous devil-representing carved into the side of the train in various, intricate patterns at acute angles. He could make out the distinctive Gremory sigil carved into the train as well as the unique sigil that belonged to Sirzechs as the Devil King Lucifer.

"Your family owns this train?" Xenovia asked with wonder as she marvelled at the huge train waiting for her.

"Yes they do," Rias told her, saying it as if it was the most normal thing in the world to own such a monstrously large train.

BISH!

With a short hiss of air, the automatic doors on the side of the train opened, allowing them, with Rias in the lead, to enter the train.

* * *

Almost as soon as the last person had boarded the train, the doors slowly closed with a final hiss as a loud departure whistle sounded, its noise echoing around the large cavern as the humongous Gremory train slowly started to move, disappearing through a dark tunnel to take its passengers to their destination.

Ben couldn't believe the size of the car they would be staying in during their journey. It looked similar in size to the humongous kitchen/living room in his new house. You wouldn't believe you were actually on a train at first glance.

In their car alone there was a bar at the back with a small seating area around it with bar stools resting against the bar itself. Running along one side of the train was a single, lengthy table which looked like it was meant to be used for important meals while on the train. Beyond these, the rest of the car was taken up by three private, particularly large booths which were enclosed by a 3-foot wall made of thin, ornately decorated wood.

As they entered their car, Rias had told them that she and Azazel were going on ahead to sit in the first car for a while as they had to talk over other aspects of their pretty restrictive schedule along with other pressing matters. Before she left, she told them that she's be able to sit with them once she was done.

With the two of them gone, everyone else found their own seats around the gigantic car. Kiba sat himself down in the bar seating area where he delved into a book he had brought with him for the journey.

Gasper and Koneko found their seats in the booth closest to Kiba while Ben, Asia, Akeno, and Xenovia made themselves comfortable in the next booth along.

"How long will it be before we get to the Underworld?" Ben asked Akeno as he made himself comfortable on the train seats, not a difficult task thanks to the comfortable seats the train was equipped with. It appeared comfort was a top priority when building things.

"It'll be a few hours," Akeno explained as she took her seat next to him while Asia took up the empty seat next to him. "We have to pass through the dimensional barrier using official means before we eventually arrive at our destination."

"Why can't we just teleport to the Underworld through a magic circle?" Ben asked, remembering all the way back when he used this very method to travel to the Underworld and gate-crash Rias' engagement party.

"Yours was a special case," the raven-haired queen said, knowing where he was coming from. "Usually it's fine, but if new household devils, like you three…." She gestured to all three of them. "…don't enter the Underworld through the official route then you'll be punished for illegally entering. That's why we're heading there on this train; so you three can finish the official procedure."

"If that's the case then am I in trouble?" Ben asked with concern.

Akeno shook her head, a small smile forming on her face. "No, you're not in trouble. As I said, yours is a special case. You entered the Underworld through Sirzechs' back-door magic circle but don't plan on doing it that way again as it's completely impossible."

Ben leant his back against his seat and let out a theatrical sigh of relief at this. He didn't exactly want his first official time in the Underworld to begin with being in trouble with the authorities for a rule he didn't have any idea about until now.

The feeling of someone getting on his lap returned him back to the present. He looked at who it was and could hardly say he was surprised when he saw that it was Akeno who had risen from her seat and sat down on his lap, her knees resting on either side of his waist as she gazed at him with a smirk on her face.

"That being said though, you may still be punished for sexual contact with your master," she giggled while touching her cheek with the palm of her hand.

Knowing that there was no such rule, even in the Underworld, he decided to play along with her little tease.

"Right," he said sarcastically before placing his hands on her thighs, "and I suppose the same applies between servants too."

Knowing that he had seen through her clever ruse, the Gremory queen decided to continue anyway. "On the contrary. Skinship of any kind between servants is completely acceptable. For example, this…."

She placed her hands over his and, keeping them pressed against her smooth thighs, slowly guided them up her thighs until they reached her skirt.

"…this is completely fine," she told him as calm as she could even though Ben could plainly see the erotic expression on her face. Before he could say anything else, she continued to guide his hand under her skirt until they reached her panties. Her expression had become even more heated this point and Ben thanked his rigorous training that he was able to remain in control of his emotions. If he didn't have a firm control over his emotions right now, he honestly couldn't be sure if his 'alpha' side wouldn't have already thrown caution to the wind and had his animalistic way with Akeno on the table in the centre of the booth, even with everyone around them.

Now, though, even though he still felt arousal, something which he was doing very strongly at the moment, he was still in control of his body.

Deciding how far she could actually take things, Akeno guided his right hand even further and had nearly moved his hand into her panties when his hand was suddenly taken out of her grasp and out from under her skirt by a very red faced Asia who held his hand against her chest.

"I-I won't be beaten by you, Akeno. I don't care if you're more developed than me, I won't let you take Ben away from me!" Asia exclaimed through teary eyes before she guided Ben's hand around her neck and pressed it against her breasts, holding his hand firmly in place.

As the pair of them began to fight over him while they kept of his hands in their erotic positions, Ben happened to look passed Asia and spot Koneko staring out of the window. She didn't seem to hear the argument that was raging just a few feet from her, she just stared out of the window with an unusual expression on her face. Even Gasper seemed to have trouble drawing her out of her current state.

"I leave for only a few minutes and this is what I come back to?" a dangerously familiar voice said directly behind him.

His head spun around to see Rias Gremory with a fierce glare on her face and a crimson aura enveloping her entire body. Even though she was angry with them, Ben still had to admit that she looked incredibly beautiful even when she was glaring at him, Akeno, Asia and the position his hands were in.

"Is there anything you'd like to tell me, Ben?" Rias asked him slowly, emphasising the question.

Before Ben could even begin to come up a reason to adequately explain what was going on without Rias becoming even more angry, Akeno pulled his hand out from under her skirt and, with her eyes locked onto Rias', inserted his middle and index fingers inside her mouth where she began to work them over with her wet, slithering tongue. Ben couldn't help the sharp intake of breath as Akeno did this nor could he help his deep breathing as he felt her tongue wrap around his fingers as she sucked on them.

When she finally released his finger from her mouth, a thin line of saliva was still erotically connecting the two of them together.

"Doing things like that when the master is watching gets me so hot," she gasped erotically as she smiled defiantly at the master in question.

As Rias was just about to lose her temper and get in yet another argument with her queen over Ben, she was prevented from doing so due to the elderly-looking devil standing behind her.

"Now, now, Lady Gremory. You must set an example for you servants, must you not?" he told her calmly.

Rias glanced at the new figure behind her and, taking a deep breath, nodded her head slightly.

"You're right. I apologise, Reynaldo," Rias said calmly, directing her apology to the new arrival who chuckled, stroking his impressive white beard.

"My, my, I truly have lived a long life. To think that the little lady is concerned about boys, I never thought I'd be there to see it," he said, chuckling harder at how red Rias' face became. Taking off the hat which rested on his head, he bowed his head slightly.

"It's nice to meet all of Lady Gremory's new servants. As you've heard, my name is Reynaldo and I am the conductor of the Gremory family's private train. It's a pleasure to meet you."

"Likewise," Ben replied with a respectful bow of his head. "I'm Ben Tennyson, Rias' pawn."

"I'm Asia Argento, Rias' bishop," Asia told the conductor with a respectful bow.

"And I'm her knight, Xenovia Quatra," Xenovia said, also with a respectful bow.

Sensing that the mood had been ruined for her fun, Akeno begrudgingly removed herself from Ben's lap and returned to her seat. Out of the corner of his eye, Ben could just make out the way that Rias and Akeno's eyes were still locked on with each other.

"Now, you're probably why I'm here," Reynaldo said before pulling out a small machine from his pocket. He pointed it at Ben, Asia and Xenovia and captured their image on the small monitor attached to the machine.

"What was that?" Ben asked, looking at the machine with interest.

"This machine is what we devil's use to complete the official procedure for all those travelling to the Underworld for the first time. It's important to inspect all modes of transport which enter the Underworld to make sure that everyone who enters is who they say they are."

Reynaldo continued to work on the little machine until it made a light "BING" sound which made him smile.

"There we go. It looks like everything's in order and your data has been registered with the Underworld. With that out of the way, I'll leave you all to relax for the rest of the journey until we arrive at out scheduled station," Reynaldo informed them before bidding them farewell and disappearing through the door which led him to the front of the train.

"Doesn't Azazel also have to do that? It's his first time here too, isn't it?" Ben asked, directing his attention to Rias who was with the Governor-General last.

"He's already had his data registered. Reynaldo did his first before coming in here," Rias explained. "He's sleeping in the first car right now. Fell asleep almost as soon as Reynaldo finished scanning him."

"Is that why you're here too? I thought you had to discuss some things with him," Akeno asked her king having completely reverted back to her professional queen demeanour.

Rias sighed and rested her palms on the booth seats, placing them on either side of Ben's head. "He couldn't be bothered! He had no commitment and, as soon as Reynaldo scanned him, told me that we can discuss things later because he wanted to sleep."

"To think, he's the leader of one of the three factions," Ben chuckled with a shake of his head.

With the safe entry process completed, the Occult Research club members left their Fallen Angel companion where he was and began to relax for the remainder of their journey.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: What's going on with Ben? Has it got anything to do with the dark figure's plan? Will Ben finally get lucky?**

 **Who knows?! Well, I do. You guys will just have to wait and see.**

 **So, Ben's finally off to the Underworld for his summer training! What could possibly go wrong? I don't recall** _ **anything**_ **interesting happening in the anime nor the light novel, do you? We'll have to find out, won't we?**

 **As this is the start of a brand-new season within the anime, I think I'll move straight on to the reviews.**

 **. . . . .**

 **Reviews**

 **Magical fan18:** **I'm glad you found the chapter entertaining. That is what I am aiming for, after all. As I said at the end of my last chapter, "Ultimate Fairy" was the first fanfic I ever read so I felt obligated to pay homage to his ideas and show them to others who don't know about him.**

 **Treyalexander63917:** **I thought Chromastone's appearance was awesome too though my opinion is slightly biased. It would be telling if I revealed more stories between Azmuth and God but I can say that I do have more in store.**

 **Akuma-Heika:** **I agree that it was pointless for Ddraig to point out and I may rewrite that section to make more of a significant impact in the future. Haven't decided yet but will let everyone know if I do eventually change it.**

 **TheOneAndOnlyAwesomeGuy:** **I'm honoured that you consider my chapter to be on par with a show as brilliant as Game of Thrones. I watched it on Monday instead of Sunday night when it initially came out. From what I saw, you comparing my chapter to the season climax is amazing. I hope to keep you entertained with my story in future.**

 **Omnimania00:** **I can't make any definite promises but I will seriously consider it. As I said at the start, I've decided against putting Valerie in Ben's harem and given my reasons for doing so.**

 **I've done some more reason and can see where you're coming from with the Galvanic Mechamorphs. As I am changing the aliens from the cartoon into demons within the DxD universe I don't want to stick to everything canon-wise so I will be changing parts of certain forms regarding powers, background and appearances.**

 **Nivek Beldo:** **I'm glad that you enjoyed Ben's fight with Valerie and the way I introduced Chromastone into the story. Didn't I promise an epic entrance for him?!**

 **My lips are sealed on who the mysterious warlord is. You'll just have to keep reading and find out!**

 **I agree that the System (for lack of a better name) was changed too easily in the light novel and anime. I decided to up the impact on deciding to change it and how the three factions are affected by it. I felt it was just silly to allow just two devils to be able to pray so, again, I raised the importance of altering God's System.**

 **Thanks for reading my chapter and leaving a detailed review.**

 **Guest:** **I have absolutely no plans to stop my story. The reason why you want me to keep writing is exactly the same reason I started writing in the first place. There are very few DxD stories which continue past the peace summit arc, and even fewer that I enjoyed reading. I've got a lot of ideas in my head and want to keep writing this story for as long as I can.**

 **Guest:** **That's a secret. You'll just have to keep reading and find out.**

 **Anonymous:** **I guess I can see where you're coming from but that is the premise on which my story relies on. It's how they fit into the DxD world of supernatural beings, magic, and Angels and Devils.**

 **Guest:** **I guess I can reveal that I plan to include Whampire into my story somewhere but Ben won't be able to turn into him. Because he is able to turn into the 'alpha' versions of the alien/demons he automatically collects PURE samples of DNA to reach this 'alpha beast' state. Whampire is going to be an example of impure vampiric DNA and will be the lesser evolved versions of vampires in my stories.**

 **Spider-Man999:** **I ain't gonna tell you! That would be spoiling the surprise. You'll have to wait and see.**

 **G Koh:** **I've looked over your suggestions for the backgrounds of the aliens-turned demons and am fascinated by your ideas. I may tweak some things to suit my plans better but, if you have no issue with it, I'd love to use your ideas to create backgrounds for the demons and will reveal their backgrounds at some point in my story.**

 **I already came up with a solution to the Whampire issue in that I'll make it an impure vampire. For now, think of it as vampires being like humans while Whampires are like chimps or any other Great Ape, a less evolved, more animalistic member of the species.**

 **. . . . .**

 **Once again, I can't tell you all how grateful I am for your wonderful reviews and, while I can't demand to see that many again for a chapter in future, I would love to see more reviews like this in future.**

 **I'll repeat this again in the next chapter but I'll say it now to those who read this far. I'll be going back to university for the final year of my undergraduate course near the end of September. Obviously, this means I'll have even less time to write so I will be releasing chapters once a month starting next month. I know some of you will be upset with this but my education comes first. I'll still write, but at a slower pace than before.**

 **See you all next time at the one year anniversary when this story was published!**


	25. Welcome to the Underworld!

**A/N:** _ **Happy Birthday to me! Happy Birthday to me!**_

 **I simply can't believe that I've been writing this story for a year already! I would like to thank everyone who has been with me from day one but that doesn't mean that I'm taking everyone else who joined later for granted. It is because of all of you that I have enjoyed writing this story as much as you enjoy reading it.**

 **I never thought I'd get so many people reading my story but, now that I've seen how popular it is (The second most popular DxD/Ben 10 Xover on fanfic website!) I plan to keep going and, hopefully, attract even more people into reading my story!**

 **Here's to another year!**

 **. . . . .**

 **I mentioned it last time, but I'll say it again for those who didn't spot it. I've gone back to university for the final year of my undergraduate degree for Law so, obviously, I'll have far less time to work on my chapters. It's only to be expected, considering, but I will do my absolute best to release a chapter every month (possibly more if it's during the holidays) if it won't affect my education which comes first.**

 **. . . . .**

 **And finally, before you start the story. I want to let everyone know that, as I am weaving the various Ben 10 aliens into the DxD universe, there will some background and history to their new existence which may confuse some people. An example of this will be shown immediately at the opening of this chapter. I want to make the Underworld richer in design and what lives within it so will add little snippets of what the other alien/demon races are up to alongside the main story. I'd also like to give a shout out to** **ACogintheSystem** **who has been extremely helpful in providing suggestions for the backgrounds of the various demons. I'd welcome similar suggestions from anyone else if they would like to share their ideas with me.**

 **Enough said! On to the chapter!**

 **. . . . . . . . . . . . . . . . . . . .**

"Hey, Rias? Have you ever seen one of these things before?"

Around an hour after Reynaldo had completed the official process for new devils entering the Underworld for the first time, everyone had settled into their train car and were simply enjoying the train journey. Rias, Akeno, Asia and Xenovia had started a game of cards to pass the time while Ben just sat back and watched their game. After getting bored with this, he absentmindedly summoned Azmuth's Gear and looked through his collection of demonic forms until he stopped at the one form that not even Azmuth nor Ddraig seemed to know what it was.

This was unusual for Ben as the pair of them, more so with Azmuth than Ddraig, seemed to know the identity of every single form he could change into.

Rias glanced at the emerald image hovering above the jewel on the back of Ben's Gear, her expression becoming curious at the sight of the strange creature hovering before her. "That? That's a Galvanic Magimorph," she explained, switching her attention away from the card game and towards Ben instead.

"A what?" Ben asked, speaking not only for himself, but for his two draconic partners also.

"A Galvanic Magimorph," Rias repeated. "They're a species of magical creature which live somewhere in the Underworld."

 **[I've heard of 'Galvans' before. They liked to think of themselves as the "smartest creatures in existence", even smarter than their rivals, Cerebrocrustaceans!]** Azmuth said, the jewel in his Gear glowing brighter as he spoke. **[They were a species which possessed a particularly unique level of arrogance about their intellectual capabilities. I didn't care very much for them and did my best to avoid them.]**

 **[I haven't sensed them for a long time though. Even before I aided God in his quest to end the war, I could still faintly sense their unique magic energy,]** he added when upon realising the fact.

"That doesn't surprise me," Rias told him, everyone sitting around her listening in with interest. "The Galvans were always being hunted by their natural predator, the Omnivoracious bird. Their population was already dangerously low but when the Great War began, it only grew worse completely hunted to extinction by their natural predator, the Omnivoracious bird. The Great War didn't help them much either as they believed themselves more advanced than the other three factions and refused to take a side, believing their neutrality would protect them."

This wasn't the case as nobody explained their neutrality to the other demons in the Underworld who took advantage of the war with demons who used the distraction as an opportunity to expand their own territories without opposition from the warring factions and drove several species to extinction and many more very close to the same fate. Luckily for the handful of Galvans left, they were smart enough to realise they couldn't survive on their own and approached my brother and the other Devil Kings after the war ended and requested to join with the Devils."

 **[Ha! I never thought I'd see the day where Galvans would accept help from anybody. If you hadn't told me this, I'd never have believed it, even if I saw it with my own eyes!]** Azmuth chuckled under his breath. **[So, I assume that your brother accepted their request for asylum.]**

Rias nodded her head slightly in confirmation. "Yes, he did. The new Devil Kings agreed to grant them asylum in return for sharing their knowledge with us. From what my brother told me, the last eight remaining Galvans in existence work within Beelzebub's magic laboratory. In fact, it was thanks to them that Beelzebub was able to create many of his inventions, including removing the glitches which existed within the early days of the Evil Pieces System.

 **[To think that the 'high and mighty' Galvans have to work with a race they used to consider inferior to their intelligence,]** Azmuth muttered, more to himself than anyone else.

 **[So, did they create these 'Magimorphs' then?]** Ddraig asked Rias, keeping them back on topic.

"Yes, they did," Rias said with a nod of her head. "I remember it from my mother's lessons about the Underworld. Even though we have used electricity for power in the Underworld for millennia, it wasn't actually Devils who discovered how to do so. Galvans discovered it first, many millennia ago, but not after years of failure. Magimorphs are so named because they were the result of a particularly explosive failure on the Galvan's part. They didn't intend to create them but it was these creatures that actually gave them the answer they had been looking for and, a few years later, they succeeded in creating a power source which doesn't drain a person's power and can be used to power everything from lights to the very train we're travelling on."

"And they did all this over a thousand years before humans discovered electricity? Why didn't they reveal it sooner?" Ben asked with curiosity.

"Even if the old Devil Kings wanted to, they couldn't. Not only were we locked in a three-way war with the Angels and Fallen Angels but the church had a vice-like grip on Earth and they rejected any sign of progress and purged it all 'in the name of God'," Rias explained.

 **[So, what happened to these 'Magimorphs?]** Ddraig asked, adding his voice to the conversation.

"Well, to be perfectly honest, I don't know. After they had gotten what they wanted from them, the Galvans simply released them into the Underworld. They didn't care what happened to the 'by-product of a failed experiment' and possibly hoped that they'd be killed by the other demons who live in the wildlands of the Underworld. For all we know, that could have happened to them as nobody has ever seen one since then. I only recognised it because my mother keeps an extensive library with an entire section devoted to the various demons of the Underworld."

"So, Ben could, possibly hold the last samples of DNA from both the Galvans and these Magimorphs?" Akeno concluded with interest.

"Very possibly," Rias agreed with a nod of her head.

"Hang on," Ben said, looking down at Azmuth's Gear. "How did I get the sample in the first place if you've never seen these Galvanic Magimorphs before and haven't been near Galvans for centuries?"

 **[Have you already forgotten that this Gear was also built by God? I may be the being which dwells within it but that doesn't mean that God didn't have a large say on its final state. I can only assume that He added their DNA into the system at a certain stage of its construction because I certainly didn't,]** the emerald dragon declared with annoyance.

With the loud silence that quickly followed, Ben could tell that Azmuth and Ddraig had returned to the recesses of their Gears. With his question answered and his interest in the strange form raised, Ben decided to leave it for now and became more interested in the card game the girls had resumed and joined in with them when they started a new game.

* * *

 _ **40 minutes later**_

While their little group had gotten bored of card games and began to talk amongst each other and wonder what sort of training Azazel had in store for them, they were suddenly interrupted by a sudden announcement from the train driver.

[Attention! We will be breaking through the dimensional wall momentarily. I repeat! We will be breaking through the dimensional wall momentarily.]

Ben glanced over at Rias with a confused look on his face but she answered his question before he could ask it.

"We've just entered the Underworld proper. Try looking outside," she suggested to her servants. Apparently, as a noble, pure-blood devil Rias was expected to sit in the front car. However, this didn't appear to be the case as she was still sat beside Ben. She claimed it was because she didn't want to spend the entire journey in there with only a sleeping Azazel for company.

Ben had a strong suspicion that this wasn't the only reason. After Akeno's little stunt, Rias had ensured that both her pawn and queen were within eyesight at all times but not together.

As she told them to have a look outside, she had gestured towards the window which had revealed that they were no longer in a dark 'tunnel' as they could make out the dark, purple of the Underworld sky.

Following her suggestion, Ben, Asia and Xenovia rose out of their seat and moved to the window closest to them and looked out of it, their eyes widening in awe at the view in front of them.

The first thing they noticed was the fact that the train they were travelling on was flying hundreds of feet in the air above the ground. The sky was still as purple as it was since Ben had last been to the Underworld but that wasn't what he was looking at.

Mountains!

They appeared to have emerged out of the dark tunnel right above a large mountain range with mountains reaching up to the sky on all sides, some of the peaks even stretching as high as the train and some higher still. Hugging the sides and valley floors of these mountains were huge forests which blanketed the ground with their dark leaves and branches.

While Ben was able to keep his amazement inside his head, the same couldn't be said for Asia who was emphasising her own amazement with cries of "Amazing!" as she took in the incredible sights before her.

He couldn't blame her though. They were staring at the landscape of a new world they were seeing for the very first time.

"You can open the window if you want," Rias told them as she rose out of her seat too and came to stand next to Ben, a bright smile on her face.

Lost in his slight trance from the view before him, Ben absentmindedly opened the window as Rias suggested and breathed in the air of the Underworld for the first time since entering the Underworld officially. Of course, it was exactly the same air as last time he was there but it felt different now. He was able to appreciate it more. He couldn't deny that the air smelt and tasted different to the air in the human world but what threw him the most was the temperature outside. It felt just right, neither too hot nor too cold.

As he looked back down at the landscape the train flew over he could make out the faint lines of rivers running through the forests. He could even make out the shapes of houses and other, various buildings in the distance. It might have a different design than what he was used but nevertheless they were still buildings where Devils lived and carried out their lives.

"What you are looking at is my family's land," Rias told them proudly as she also stuck her head out the window to look at the view below them.

Ben's hand found its way to Rias' where it took hold of it and squeezed it affectionately. He couldn't miss the slight red tinge the Gremory heiress' ears turned at his contact.

"It's beautiful," he stated, meaning every word.

"How large is the Gremory family's territory?" Xenovia asked with intrigue in her voice.

"It's about the size of Japan's main island if I remember correctly," Kiba informed her, struggling to remember exactly what he had been told when he first came to the Underworld.

"Wow," Ben mouthed with amazement. Rias couldn't help but giggle at his expression and leant against his arm, squeezing his hand and interlocking their fingers.

"It's still not as large as the whole Underworld, remember? The Underworld has the same surface area as the human world. There's a lot more land than the surface though as there aren't any oceans at all down here which makes the Underworld more spacious than the human world. The population here is nowhere near as high either. Even with the populations of the Devils, Fallen Angels, and other races which call this place home combined together. The vast majority of the Underworld is called home by the multitudes of dangerous and powerful demons which dwell here."

As Rias explained, Ben was captivated, unable to find the right words to describe what he was seeing.

"Even if Kiba says it's the size of Japan's main island, it's still mostly unused land with mountains and forests, most of them home to various demon species which, thankfully, keep to themselves," Rias sighed, missing the widening of Ben's eyes as she said this so casually.

He suddenly felt Rias take back her hand and clap them together as she just remembered something.

"Ah! That reminds me. Ben, Asia, Xenovia. Since part of the territory that I control will be given to you all later, would you please tell me what places you want."

Ben couldn't have ever prepared to hear her say this and snapped his head back to stare at her, his jaw agape and his eyes as wide as saucers. Eventually he was able to formulate words again.

"W-What did you say? D-Did you say that you're giving us some of your territory?" he muttered, unsure if he was able to handle saying anything else.

"Yes, of course, silly!" Rias chuckled as she cupped his cheek with her soft hand. "As the servants of the next family head, you are all permitted to claim and live in territory as part of the Gremory group. Akeno, Kiba, Koneko, and even Gasper own land within my territory and you just need to tell me which land you want."

With a snap of her fingers, a map appeared on the table behind her. All of them gathered around it with awe as they looked down at a geographical map of the entire Gremory territory! A good portion of the map had been coloured red and segmented unevenly but before he could ask her what they meant, Rias beat him to it.

"The red areas are areas of land that have already been taken, so they're no good to us. Now! Have a look at the map and choose which bit of land you like and I'll give it to you," Rias told her servants with a smile.

Ben simply stared down at the map of the Gremory family's territory and marvelled, once again, at the dramatic turn his life had taken since he became a Devil.

* * *

The train journey continued on its way through the Underworld and over the Gremory mountain ranges though Ben had returned back to his seat so was unable to see the impressive sights outside.

The reason for this was that Ben was still reeling from the fact that he had just been given a huge swathe of land within Rias' territory. In the end, Ben had chosen some land which contained a particularly large mountain range, several lakes and a thick forest as his personal territory. Much to his relief, Rias had told him that he wouldn't have to worry about managing the land for quite a while and her family would look after it until he was ready.

Even though he was still wondering if he had dreamt the whole thing, he couldn't help but feel a growing tinge of excitement of owning a large plot of land in the Underworld. He had grown to become fascinated by the demons he could become and intrigued by their wild counterparts. He wanted to learn more about them and how they lived. He also wanted to show them to the others who lived in the Underworld, particularly when he remembered when Rias told him that only noble devils were taught about their world beyond their borders. It wasn't even all nobles who were taught this, they just happened to be the ones who were able to learn about the demons who inhabit their world.

He understood what he was thinking of doing would be a long-term plan but that didn't sway him from the thought of teaching Devils about demons, even lower-class devils….

He was abruptly snapped out of his thoughts when the train ground down to an immediate stop which took everyone off guard. Ben was thrown forward, landing on top of Akeno who sat opposite him and knocked her onto her back. He was cushioned by her large breasts which smothered his face but was so taken by momentum that the both of them rolled off the chair and fell to the floor, this time with Akeno lying on top of him.

As well as his and Akeno's awkward tumble, the others were also surprised by the train's sudden stop. Gasper was launched clear out of his box and collided with Kiba who had been thrown off his chair while Xenovia and Asia were thrown from their seats and landed on the floor.

The one who seemed the least affected was Koneko who, while jolted a little at being taken by surprise, had remained where she sat and the only one not currently on the floor of the train car.

"Ouch! What the hell was that?" Ben groaned, putting his hand to the back of his head which was throbbing painfully as he rose to his feet and glanced out of the window to see that the train had come to a complete stop above the mountain range they had been crossing for quite a while.

"I've got no idea," Akeno replied as she accepted Ben's hand when he offered it and rose to her feet too.

"It's just a precaution."

Everyone looked towards Azazel who had entered their compartment along with Rias. She had returned back to the lead car a few minutes ago to wake up the Governor-General and finish any discussions before they finally arrived at their destination.

"Precaution?" Ben asked as he rubbed the back of his sore head.

"Yes, a precaution. There's going to be a meeting with representatives from Asgard so security measures have to be adopted," Azazel explained as he approached them, his hands in his pockets.

"I think I'll go and ask the driver when he expects us to be able to continue," he added as he cast a quick glance out of the window before turning his back on them all and disappeared through the door he had just come through.

"Asgard? There's going to be a meeting with the Norse Gods?" Ben asked as he recalled the small amount he knew about them.

"There is," Rias confirmed. "The Khaos brigade is composed of multiple factions from different religions and it'll take a similar alliance to defeat them. It was never thought possible that magicians and Forever Knights would work together. Now that we know they are working for Ophis, we have to work together with other mythologies if we hope to stop their plans."

"Something's wrong!" Koneko stated abruptly and, no sooner had she done so, a wave of energy engulfed the train which caused it to disappear into thin air but left Ben and the others to fall.

"Fuuuuuuuuuck!" Ben bellowed as he fell through the air towards the ground rushing to meet him.

* * *

"Argh! That's going to leave a bruise," Ben groaned as he opened his eyes and picked himself off the ground to take in his surroundings.

He was standing in, what looked like, the base of a large canyon with trails of steam rising from heat pockets scattered around the canyon floor. Hearing a series of groans behind him, Ben spun around to see Akeno, Asia, Xenovia, Kiba, Koneko and Gasper groaning like him and slowly picking themselves off the floor.

"What the hell is going on?" Ben asked as he looked around for any clues as to how they got there.

"I don't know but that was forced teleportation," Koneko muttered as she dusted herself off.

"Where's Rias?" Asia asked with worry as she looked around for the crimson-haired heiress but to no success.

"I don't know but Azazel's not here either," Ben replied, noticing the absence of the witty Fallen Angel.

"Quiet! Can't you hear that?" Xenovia asked them abruptly, cutting them off mid-sentence.

BOOM!

BOOM!

The ground shook with what Ben realised were footsteps belonging to a very large creature heading towards them. Loose rocks slid down the high walls of the canyon, dislodged by the strong vibrations.

"Something's coming," the azure-haired knight said as she summoned Durandal and took up a defensive stance while everyone else took similar actions in preparation for what was coming.

BOOM!

BOOM!

Everyone's attention was directed towards the mouth of the canyon where the footsteps appeared to be coming from. Just as Ben's mind was racing through what could possibly be heading in their direction, his answer came in the form of a huge dragon stepping into view.

It stood at a towering fifty feet tall, its body mainly covered in dark purple, draconic scales with the exception of its lower body, including its belly, inner portions of its legs and its long tail, which were beige in colour. Protruding from its triangular head was a pair of large yellow horns along with a pair of red eyes which glared down at them maliciously. His claws ended with long sharp, yellow nails, and large bat-like wings which protruded from its back. It also wore a loincloth and black pauldrons which extended down to its elbows.

"Crap! It's a dragon!" Ben cried out in shock as it blocked off the mouth of the canyon.

Before any of them could react to the dragon's sudden appearance, it reared its head back before thrusting it towards them, spouting a large plume of flame from its jaw. Acting purely on instinct, Ben picked up Asia and Gasper, who just so happened to be the closest to him, and leapt out of the path of the fire which impacted the ground where they had just been standing a second ago.

With the help of their enhanced speed from their Knight pieces, Kiba and Xenovia were able to escape the blast with relative ease and withdrew to behind a large stone laying on the floor where Ben had gone and put down Asia and Gasper. Akeno had also leapt out of the way of the plume of flame and landed on a small ledge protruding from the side of the canyon.

Instead of following the lead of the others though, Koneko leapt out of the way of the flames to avoid the intense heat, but instead of regrouping with them to come up with a battle plan she leapt towards the huge dragon, kicking off from the wall of the canyon and raising her leg up to deliver a powerful kick to the dragon's abdomen.

"Koneko! No!" Akeno cried when she noticed what Koneko was planning to do but her warning went ignored.

The dragon saw Koneko's attack in its peripheral vision and swung its large, muscular tail which struck Koneko hard, sending her crashing into the canyon wall and creating a significant indent in the wall where she struck it. With his devil-enhanced vision, Ben could see trails of blood trickling down her face from her forehead which hit the wall particularly hard.

As she fell away from the wall, she plummeted towards the floor and was about to hit the floor when Ben suddenly appeared out of nowhere and caught her in his arms before she impacted the ground.

"I got you," he told her as he landed back on the ground. She didn't respond to him as she had been dazed from the heavy blow the dragon had dealt to her. Luckily, Ben knew she would be okay and such an injury wouldn't affect her severely due to the enhanced endurance her Rook piece granted her.

A deep growl above him drew his attention back towards the purple behemoth above him which opened its jaw, the inside of its mouth glowing as it prepared to release another torrent of flames at him. Before it could release its deadly attack, though, a large bolt of yellow lightning struck its face, interrupting its attack though it appeared to suffer no damage at all. In fact, it only seemed to aggravate it even more.

"Since Rias isn't here, it's my duty to take charge," Akeno, already in her thunder priestess clothing, declared to everyone below her. "Ben! Transform into your Vaxasaurian form and engage the dragon. Kiba! Xenovia! Do everything you can to distract the dragon and support Ben! Asia! Protect Koneko! I shall give orders to coordinate our response!"

[Got it!] everyone shouted back in confirmation as they made to carry out their orders.

Ben brought up his emerald gauntlet and cycled through his various forms before finding the right one. Once he had done so, he slammed his palm down and disappeared in a flash of emerald light

 **[Transform: Humungousaur!]**

The emerald light dissipated to reveal his twelve-foot-tall Vaxasaurian form which quickly began to grow, the familiar stegosaur-like plates protruding from his back and from his shoulders as he stopped growing when he reached sixty feet in height, taller than the dragon by a full ten feet.

"Why don't you try picking on something your own size!" he roared as he pulled his fist back before delivering a powerful punch to the dragon's jaw, causing the large creature to roar in pain as it fell backwards, crashing into the canyon wall, dislodging rocks from its impact. Despite the power Ben had put into his punch, it appeared to do absolutely no damage to the dragon at all as it roared in challenge and pushed itself off the wall, charging towards Ben at a speed seemingly too fast for something as large as it was, and delivered a powerful punch of his own to Ben's chest before he could block it. Knocking the dragon's arm away, he sucker-punched the dragon's stomach and quickly followed up with another blow to the side of the dragon's head which knocked back into the canyon wall again.

Despite all the blows he had dealt, the dragon still appeared to have suffered no real damage as it charged towards Ben with a loud roar. Letting out a loud roar of his own, Ben also charged towards the dragon, they both collided with a loud 'BOOM' which created a small shockwave as their fingers/claws became interlocked with each other as they engaged in a battle of strength, the first one to gain control would win. Ben was shocked at the power and raw strength he felt from the dragon as they engaged in, what was essentially, a game of Mercy between two titanic creatures and slowly felt the dragon begin to gain dominance.

 **[BOOST!]**

As he increased his power he immediately felt the balance of power switch again in his favour, though this was only for a moment before the dragon seemed to grow stronger somehow and regain control of the hold, forcing Ben onto one knee as it pressed its attack.

"We've got your back, Ben!" Kiba shouted as he and Xenovia suddenly appeared on either side of his head on his shoulders, their blades drawn and pointed at the dragon. Leaping at the dragon, they swung their blades swiftly at the dragon's head with the intent of helping Ben with his fight by distracting the dragon, hopefully by blinding it and giving Ben an edge. Before they got close to it, however, it took them both completely by surprise when the horns on its head suddenly doubled in length and it easily blocked the two blades in their path, shocking the two Gremory knights, particularly Xenovia.

"What?! It was able to block my Durandal?!" she exclaimed as both she and Kiba were knocked back and landed few feet away from the battle between the two huge beasts.

Bolstered by its momentum, the purple dragon used its lengthened horns to swipe at Ben's head, distracting him, while it tightened its grip on Ben's fingers to the point that Ben was feeling immense pain before it pulled him towards it and swung him behind it until he crashed into the canyon wall and caused a small landside to occur, cascading down the wall until it partially covered Ben's monstrous form though his thick hide protected him from damage.

Ben growled as he slowly pulled himself out of the fallen rocks. The dragon didn't appear willing to wait for him to do so as it began to approach the prone Vaxasaurian, it growled deeply as it clenched its fists in anticipation.

"Kiba! Now!" Akeno ordered from the skies above the battle.

"You got it!" Kiba replied as he pointed his sword towards the ground and impaled it into the floor.

[Sword Birth!] he bellowed as a number of huge blades erupted out of the ground below the dragon. Unfortunately, the dragon's hide appeared to be impenetrable for Kiba's blades as it merely roared with annoyance before swinging its huge tail and swatting Kiba's blades away as though they were made of glass.

This was enough time for Ben to return to his feet and brush off the small landside from his body. He watched as the dragon brushed off Kiba's attack like it was nothing.

' _Physical attacks don't seem to have much effect on it,'_ he thought, glancing over at Koneko who was being healed by Asia. _'I'll have to try something else.'_ With this thought he was enveloped in green light once again.

 **[Transform: Chromastone!]**

Taking to the air once the emerald light had disappeared, Ben rose up until he was at eye-level with the large dragon before glancing up at Akeno and attracting her attention.

"Akeno! I need some of your lightning. I've got an idea!" he shouted up at her as his Boosted Gear activated.

 **[BOOST!]**

Akeno didn't initially understand what he was asking her to do, but that instantly changed when she was suddenly struck by the memory of the battle during the peace summit and the unique powers of the demonic form Ben had taken.

Deciding to trust him, Akeno enveloped herself with yellow, electrical energy and fired a powerful bolt of her lightning towards Ben who held out his left hand, palm open and caught the bolt and absorbed it into his crystalline body which glowed slightly brighter with the large increase in power.

 **[BOOST!]**

With his large boost of power from Akeno as well as power from his Boosted Gear, Ben diverted all his power towards his chest before releasing it in a single, large, ultraviolet beam of energy which struck the dragon and created a huge cloud of smoke which completely obscured the dragon from view.

"Did you get it?" Xenovia asked Ben as he reverted back to his normal form in a flash of light. His last attack had taken more power than he realised and he had to revert back to normal to conserve the rest of his energy.

"I don't kn—," he started to say but was cut off abruptly when the dragon's purple scaled arm shot out of the cloud of smoke and dust and grabbed Ben, leaving only his shoulders and head above the dragon's hand as he winced at the tight grip he was being held in, though not tight enough to break any bones…not yet at least. The tight grip he was being held in left him with no room to move at all, he couldn't move a muscle.

"It didn't do anything?!" Akeno exclaimed initially before noticing the large scorch mark on the dragon's chest and the very slight darkening of its skin from where Ben's attack had impacted. However, even though Ben's attack had left a mark on the gargantuan beast, it still appeared unfazed by the combined power of both her and Ben if the faint trails of smoke rising from its body were any indication.

"Ben! No!" Asia and Gasper cried as the dragon began to bring Ben close to its mouth, the inside of its mouth glowing brighter as it did so.

"Hang on!" Kiba yelled as he leapt towards the dragon, his sword poised to strike.

"We're coming!" Xenovia added, following after her fellow knight though they were still too far to be of help.

The dragon had brought his hand which contained Ben up to his open mouth and was about to throw Ben into its mouth and down its gullet when….

"Alright, alright. I think that's enough, Tannin," a familiar voice called out from the edge of the canyon.

At this, the dragon immediately withdrew Ben from his mouth and placed back down on the ground where Ben fell onto his backside, dazed by what had almost happened to him, his heart beating considerably faster than before. He looked, along with everyone else, up at where the voice was coming from to see Azazel and Rias standing on the edge of the canyon wall and watching them. How long had they been there? Had they been watching the fight? If so, why?

Realising that they actually hadn't been fighting for their lives and it had all been a test of some kind, Ben felt what little fight in him leave and fell onto his back, his chest heaving as he took deep breaths.

The two of them had a lot of explaining to do.

* * *

 _ **A quick explanation later**_

"He's a devil?" Ben repeated what Azazel had just told them about Tannin, the dragon they had just been fighting. "He's a dragon who's also a devil? I didn't even know such a thing was possible."

 _ **[Neither did I,]**_ Azmuth admitted in Ben's mind. _**[Though I say that, I created dragons to be extremely mysterious creatures. Truth be told, much like God with His own creations, not even I know everything about the dragons I created.]**_

 _ **[I must admit that I thought it was amazing when I first met Tannin after his reincarnation,]**_ Ddraig muttered, adding his voice to the conversation.

Needless to say, Azmuth wasn't amused with such important information being withheld from him.

 _ **[What?! You knew such an unprecedented thing happened and didn't tell me?!]**_ the ancient emerald dragon growled with anger as the two of them delved into another argument within Ben's head.

Instead of listening to them bicker again, Ben returned his attention back to Azazel who was still explaining things to everyone.

"…and so, the "Blaze Meteor Dragon", aka the devil-dragon Tannin, vassal to the former dragon emperor, agreed to help me test you all to evaluate your current abilities," Azazel explained.

"It's been too long since we last spoke, Ddraig," Tannin said, his powerful voice echoing against the damaged walls of the canyon.

 **[Too true,]** Ddraig said, eager to divert his attention away from Azmuth who was still angry at him for keeping Tannin's condition a secret from him. **[It's good to see you, Tannin.]**

"How am I not surprised that you two know each other?" Ben asked sarcastically, glancing down at his Boosted Gear as he said so.

 **[It seems he has a lot of secrets he likes to keep,]** Azmuth growled, his own voice echoing around the canyon walls.

Upon hearing Azmuth's voice, Tannin placed his right fist over his left breast and bowed his head respectfully at Ben.

"I may not be able to see you but it is, nevertheless, a huge honour hearing your voice, Azmuth. One of the reasons I agreed to help with Azazel's plan was so that I could finally hear your voice and meet the one within whom your soul resides," he declared respectfully.

 **[I never imagined that a dragon could ever be reincarnated into a devil. In fact, before I met you I would have thought such a thing impossible. Nevertheless, I can't deny what's clear to me. I don't know your reasons for deciding to go through such a procedure but that doesn't really concern me. I created dragons to be free creatures, untied to anything and free to live life how they wish to,]** Azmuth declared with something akin to approval in his voice.

"You may not wish to hear this, but I am glad you approve of my decision, All-Father. It means a lot to me," Tannin said sincerely, his head still bowed respectfully.

"As well as helping me evaluate your current skill level, Tannin's agreed to help with your training too," Azazel told the young devils, returning attention back on him.

"He's helping us train?" Ben asked as he gazed up at the towering dragon.

"You can thank Sirzechs. He asked me to help out Azazel in finding out how you all handle situations under pressure. And from what I have seen, you all have a long way to go," Tannin explained.

"I hope he didn't go overboard and hurt you too badly," Rias said with a sympathetic look on her face.

"No, not at all," Ben grumbled as he rubbed his sore muscles, courtesy of Tannin.

"I was against this whole 'ambush test' from the very start. I tried to convince my brother to change his mind but he said it was necessary so…," Rias explained to her peerage but Azazel interrupted her before she could say more.

"The reason your retinue isn't growing stronger at the pace it should be is because of your tendency to spoil them, as well as your uncertainty.

"What are you talking about?!" Rias demanded, turning back to scowl at Azazel. "I never hesitate!"

"Nevertheless…," Azazel continued, ignoring Rias' scowl, "…I've learnt everything I needed to know about all of you and what kind of training you need to get stronger. Trust me when I say that I'll do everything in my power to make you all stronger."

"While you have a long way to go in terms of training, I have to say that I was impressed by your current capabilities, Benjamin Tennyson. I've fought Vaxasaurians before and, while you still pale in comparison to elders within their tribes, you are still on par with their warriors…perhaps even their berserkers. With serious training, I can see you becoming a truly powerful being," Tannin declared confidently.

 _ **[I agree. I was impressed that you were able to hold a dragon as powerful as Tannin at bay, even if it was only for a few minutes,]**_ Azmuth told Ben within his mind.

 _ **[Yeah, even if he was holding back a lot, it's still a big accomplishment,]**_ Ddraig added with a small chuckle.

" _Wait! He was holding back?!"_ Ben asked the two of them mentally.

 _ **[Of course he was! He isn't considered an Ultimate-class devil for nothing, you know?]**_ Azmuth informed him with exasperation in his voice. _**[He was barely using one hundredth of his power in that fight!]**_

 _ **[The fact that you were able to do what you did in that fight makes your current level of power all the more impressive, all things considering,]**_ Ddraig added.

' _A hundredth?!'_ Ben thought with awe. If that was true, he couldn't imagine how powerful Ddraig was before he was sealed in the Boosted Gear and wouldn't even begin to contemplate what a monster Azmuth was in his prime.

"Now, I can't introduce you to my family in your current state," Rias said happily, drawing everyone's attention to the fact they were bruised and battered from their recent fight, and their uniforms weren't in any better condition.

They needed to clean up before they could reach their final destination.

* * *

 _ **A few minutes later**_

Rias escorted her battered and bruised peerage to a huge bathhouse which was owned by her family so they could enjoy a relaxing soak before reaching Rias' home. Azazel invited himself with them and didn't waste any time in entering the piping hot water along with Kiba who was already in the water and enjoying the peace as they relaxed in the water.

Ben would have joined them already but there was an issue he had to deal with first.

An issue concerning an antisocial dhampir.

"Come on, Gasper! You heard Rias; we need to get cleaned up before we meet Rias' parents," Ben told the young dhampir as he half-dragged him towards the edge of the bath.

"But I don't want to go in with other people," Gasper whined as he pulled the towel up to cover his chest which, thanks to his already effeminate appearance, gave him the very similar appearance of a pre-pubescent girl. "I-I can go in on my own later!"

"There won't be a later, Gasper. We're going straight to Rias' home after we're done here," Ben repeated with a sigh. He tried to pull Gasper into the water again but the young dhampir still refused to budge.

With a resigned sigh, Ben let go of Gasper's wrist and decided to go with plan B.

"If you don't want to get in on your own then you leave me with no other choice," he said before quickly wrapping his arm around Gasper's waist and picking him up before walking into the hot water with a whining and struggling Gasper under his arm. He made his way into the hot water until he reached the middle of the pool where he let go of the flailing and squealing dhampir who fell into the water with a loud 'SPLASH!'.

"There we go. You've got no reason to whine now," Ben said to Gasper as he sat down on the edge of the bath while Gasper, accepting that he wasn't going to avoid a bath with other people, made his way to the other end of the pool where he joined Kiba who was already relaxing in the hot water.

"You shouldn't be sexually harassing poor little Gasper."

Ben looked upwards at the sound of Akeno's voice to see her looking down on him from a ledge above the men's bath.

"What are you doing up there?" he asked her.

"Ufufufu. Where else would I be? This is the women's bath after all," Akeno replied with a giggle.

"The women's bath is up there? How is that fair?" Ben demanded light-heartedly, crossing his arms over his chest in mock indignation.

Akeno merely giggled at his display of 'annoyance'. "It's just the way things are, sweetie. Don't you want to be watched by beautiful, sexy women?"

Ben merely groaned and decided not to encourage Akeno any further and decided to, instead, simply enjoy the relaxing hot water as he felt his sore muscles begin to heal.

His peace and quiet lasted only for a few seconds before it was ruined by Azazel who decided to sit down on his right as he began to feel his own muscles loosening after the long week he had just gone through as well as his fight with Cattleya Leviathan.

"This would be so much better if I had a drink," the Governor-General stated as he released a sigh of content.

Ben, who had his eyes closed as he enjoyed the warm water, opened his right and glanced over at the Fallen Angel…or rather, he looked at his arm.

"This is probably a silly question, but is that arm of yours waterproof?" he asked with mild curiosity.

Azazel laughed at his question and pulled his left arm out of the water and showed off more of its capabilities which showed no sign of issue with being in contact with water. "Strangely enough, I did, in fact, remember to make it waterproof. It'd be extremely embarrassing and idiotic if I failed to make my mechanical arm resistant to something as simple as water."

Silence fell between the two of the for a few moments before Azazel spoke up again.

"I'm dying to know, Ben. Have you squeezed Rias' breasts yet?" he asked with intrigue.

Ben groaned upon hearing this question. He had expected Azazel to ask him such a question at some point, especially since he knew what the Fallen Angel was like, but he didn't expect him to ask him so soon.

"I may have. I don't see how that's any of your business, old man," he muttered cryptically, unwilling to answer such a personal question. That sort of thing was between only him and the girls he was involved with, not some perverted Fallen Angel, even if it was the Governor-General.

"Oh come on, don't be like that," Azazel groaned. "A woman's breasts have infinite potential and it is the duty of men to uncover their potential. I've lived a long time but there is still so much to learn about those wonderful orbs that women possess. For instance, did you know that if you use your finger and press their nipples as though you were ringing doorbell, they can't help but cry out in pleasure."

"Is that so?" Ben asked sarcastically, trying to sound not nearly as intrigued as he actually was.

"Sure it is," Azazel confirmed with confidence. "If you don't believe me, you should give it a try. I bet those girls of yours would love it if you do that."

"They're not ' _my_ ' girls," Ben said with an exasperated sigh before scrunching up his face at the sharp pain which erupted in his head, behind his eyes.

" _ **He's right, you know. Thanks to the influence from your draconic partners, those girls are completely enticed by you, even if its unconscious. You should take advantage of such a rare opportunity and use those girls however you want just in case they come back to their senses,"**_ 'Raynare's' voice echoed through his head, causing him to take a sharp intake of breath and pinch his nose in response to the sharp stab of pain.

Azazel couldn't help but notice Ben's sudden action.

"Hey kid. You okay?" he asked with genuine concern in his voice.

"Yeah…," Ben muttered as the pain went as quickly as it came. Thankfully neither Kiba nor Gasper saw what happened as they were still lost in their own conversation. "I guess I took more damage in that fight than I realised."

"Hmmm," Azazel grumbled, losing interest in the subject he had brought up and returned to enjoying the relaxing hot water and complaining that he didn't have a drink with him to complete the experience.

In the women's bath above them, however, Ben failed to spot the crimson hair which pulled away from the ledge, the owner of which had seen the entire scene take place and had concerns of her own.

* * *

"Does Ben seem different to you?" Rias asked her queen as she returned to the raven-haired young devil's side.

She had been suspicious of something going on with Ben ever since their walk to the train station. She didn't know what was going on with him and she suspected that he wouldn't tell her because he "didn't want her to worry".

He can be so frustrating like that some times. It was one of the reasons for her strong feelings for him.

"Not that I've noticed," Akeno told her as she ran her hands up and down her smooth legs in the warm water. "He's the same handsome, caring Ben we all know and love."

Casting a quick glance at her, Akeno smirked and whispered, "I even think Koneko is growing attached to him, though I'm not that surprised. What isn't there to like about him?"

The two 'Great Ladies' sat in silence as they enjoyed the warmth of the water, watching as Xenovia used the time to get in some training as she swam lengths up and down the lengthy pool.

"I apologise for forcing you into the position of leader so abruptly today," Rias said, turning to look at her queen who returned the gesture, a bright smile on her face.

"Don't mention it. As your queen, it was my duty to do so without you around. I must admit that I was amazed at how Ben was able to keep that dragon at bay with that form of his," Akeno replied as her mind flicked back to the fight.

"I know. I was amazed at how long he was able to fight off an Ultimate-class devil like Tannin, even if it was only for a few minutes," Rias said fondly as she replayed the memory in her head.

"He truly is amazing," she added before adding something else she observed in her peerage's recent fight. "By the way. I couldn't help but notice that the two of you combined your powers into a single strike. Should I be jealous?"

Akeno tried to suppress a giggle but failed poorly. "What can I say? That was all Ben's idea, I had absolutely nothing to do with it."

Rias scowled at her queen lightly before standing up and slowly making her way towards the changing room. "I think we've spent enough time here. We need to get back to the train. We don't want to be late.

* * *

 _ **Back on the train**_

The train resumed its journey almost as soon as everyone had returned to their original seats. Much to the delight of everyone who had just been involved in a fierce fight with a giant, ultimate-class dragon who was also a reincarnated devil, their uniforms had already been repaired and cleaned when they went to put them on after exiting the baths.

The rest of the train journey was uneventful for the next fifteen minutes as it traversed through the skies above Rias' family's territory. As they continued to admire the magnificent view of their surroundings, a sudden announcement rang out through the train cars.

[Attention! We will soon be arriving at the Gremory main residence. I repeat! We will soon be arriving at the Gremory main residence. We'd like to thank you for using this train for you journey and hope you use us again in future.]

Ben couldn't help but chuckle under his breath at the last part of the announcement.

' _It's not like we're going to use any other train,'_ he thought to himself with amusement.

He looked out of the window and felt his jaw drop at the sight before him, waiting for them outside the train.

A huge crowd of people of people had gathered at the gradually approaching station. When he looked at them closely, he could just about make out that they were soldiers, soldiers that were dressed in armour that proudly presented the Gremory sigil on their breastplates.

As Rias and the others rose out of their seat, Ben joined them as they prepared to disembark while the train slowly began to reduce its speed as it approached the station. Once it reached the station and the platform, it ground to a final, screeching halt.

Rias led the way towards the door of their car while Azazel made no effort to join them.

"Aren't you coming with us, Azazel?" Ben asked the Governor-General who smirked and shook his head.

"Nah, this isn't my stop, I'm afraid. I've got business to attend to elsewhere. I'm staying on this train and heading off to the Devil King's territory where I've got a meeting with Sirzechs and others ahead of the big conference. I'll come back when it's time for your training," he explained, waving his hand in farewell as he began to head back into the lead car where he could get some more shut-eye before he had to attend the boring meeting ahead of him.

"Then I guess we'll see you later," Ben said in farewell.

"Say "hi" to my brother for me, would you, Azazel?" Rias asked, casting a final glance at the Fallen Angel before he disappeared into the lead car.

The Fallen Angel in question merely nodded his head and gave another wave, acknowledging her request.

"yeah, yeah," he muttered before entering the lead car and closing the door behind him. With him gone, Rias returned her attention back to the train door which led to the platform. As they opened, she stepped out onto the platform, her peerage following close behind her.

[Welcome home, Lady Rias!]

The sudden thunderous boom of loud voices startled Ben but that was nothing compared to the sudden multitude of fireworks which soared into the sky, whistling as they flew, before exploding spectacularly, illuminating the dark sky with a wide variety of colours and patterns as the young heiress was welcomed home. As well as the fireworks, the gathered soldiers raised their spears into the air and fired bolts of magical energy into the air, adding to the spectacular display which lit up the, otherwise, dark sky. Behind the gathered soldiers appeared to be a large orchestral band which began to play a tune that Ben had never heard before.

As if to add to the already ludicrous display of welcoming Rias home; behind the lines of Gremory soldiers lined up and firing bolts into the air, another line of soldiers sat atop beasts which raised them above their comrades as they held up large standards which depicted the Gremory family crest.

It took him a few seconds to realise it but his eyes still widened when he noticed that the beasts the soldiers were riding were Vulpimancers. They were actually riding Wildmutts! The reason it took him a few seconds to recognise that they were, actually, riding Vulpimancer was because of the profound differences between the one he could transform into and the ones he was currently staring at.

These Vulpimancers were, at the very least, three times larger than Wildmutt. Their mouths differed greatly from Wildmutt's in that, instead of a normal, canine-like jaw they appeared more grotesque with a long worm-like tongue hanging out of the opening of its mouth, their chapped lips and four large fangs. Several of the assembled Vulpimancers had the same shade of or burnt-orange fur with dark stripes running along their back while several others had no such stripes and had a paler shade of fur than the others for some reason.

Like him, Asia was taken completely off guard by the celebration and, not knowing what to do in such an alien situation, stayed close to Ben's side and hugged in for comfort and support. While also unused to the scene before her, Xenovia didn't imitate Asia and, instead, appeared intrigued by the elaborate greeting. Kiba, Akeno and Koneko didn't react at all due to the number of times they've gone through this the other times they returned to the Underworld.

Gasper on the other hand….

"Eeeeeeek! So many people!" he whined, terrified at the huge number of people, from within the confines of the carboard box that Ben found himself carrying under his right arm.

Standing behind the congregation of welcoming soldiers was a procession of butlers and maids who were waiting for them with anticipation. As Rias led the way through the soldiers and reached the butlers and maids, they all bowed their heads simultaneously and respectfully as they announced in unison…,

[Welcome back, Lady Rias! We hope you enjoyed your journey!]

"Thank you, everyone. I've returned home," Rias responded to their greeting with a bright smile adorning her face.

The gathered butlers and maids responded to her smile with a smile of their own as a silver-haired maid stepped out of the line and made her way towards Rias.

Ben immediately recognised her as Grayfia, Sirzechs' queen and the head maid of the Gremory household.

"Welcome back, my lady. It's good to see you all safe after your long journey here. Now then…," she said, gesturing towards a stunningly beautiful carriage at the end of the crimson carpet they had been walking along. "…if you would all board the carriage we'll be able to head straight to the main residence without any further delay."

As they all boarded the large carriage, Ben's eyes drifted towards the front of the carriage where he noticed a team of horses ready to pull the carriage to the main Gremory residence. Unlike normal horse found in the human world, these horses had a bigger frame and a certain glint in their eye which appeared a lot sharper than their human world counterparts.

He had only been in the Underworld for less than a day and he was already fascinated by everything he had seen already. He knew that he may spot some of the various demons which called the Underworld home, but he never thought for a moment that he would find a beast which he would recognise, even if it was only barely similar to the version he had seen in the human world.

As he got into the carriage and sat down in the extremely comfortable seat, he glanced out of the carriage window to see the maids already moving towards the train and removing the luggage they had brought with them and loading them onto another carriage to take up to the main residence after them.

After everyone had found a seat in the large carriage, it slowly started to move as the team of horses set off. As they travelled through the scenery, Ben was amazed at the fascinating and beautiful sights he was being met with as they travelled through what Ben thought was a park.

Needless to say, when she giggled at him before informing him that they were actually travelling through her family's garden, his jaw had dropped yet again. He had imagined what kind of home Rias had grown up in, but he was still gobsmacked at the reality of her family's wealth and how they lived with it.

The carriage continued on for a few more minutes until it rounded a final large topiary when Ben's eyes widened, yet again since he came to the Underworld, at the sight of the humongous castle-like that came into view.

"Fuck," he breathed quietly under his breath as he took in the huge building gradually growing larger as they approached it.

"Is that where you live?!" he asked Rias quietly, trying to keep his voice from revealing the astonishment he felt.

Rias laughed cutely and joined him as he looked out of the carriage window, making sure to press her heavy breasts against his back as she did so. "Yes…well it's not the only home my family owns, it is, however, our main home," she told him in a matter-of-factly tone though the smile on her face gave away her true intentions.

Rows upon rows of beautiful, blooming flowers greeted them as they travelled the final feet to the front door. They passed a large fountain in the middle of the courtyard which contained masterful water features and sculptures as well as numerous, brightly coloured birds which wandered around the grounds.

"We have arrived, my lady," Grayfia announced as the carriage door was opened by a butler who bowed respectfully as Rias exited the carriage, quickly followed by the rest of her peerage and Grayfia who exited last.

Just like back at the station, the maids and butlers had arranged themselves in a professional line which opened a path on either side of another red carpet which led to the gates of the huge castle. As they made their way through the butlers and maids, the huge castle gates slowly began to open with a loud "Gigigi" noise as it revealed another row of maids on the other side, also bowing their heads respectfully as Rias made her way into her home.

As they walked along the red carpet, a small crimson-haired child broke through the line of maids and charged towards their group and embracing Rias fondly as she returned the gesture.

"Rias! You're back!" he exclaimed with joy as he hugged her tightly.

"Hello, Millicas!" Rias said fondly as she patted the boy's hair fondly and lovingly hugged the boy back. "You've gotten bigger since I last saw you, haven't you?"

"Is this your little brother?" Xenovia asked curiously, intrigued by the crimson hair which appeared synonymous with the Gremory family.

Rias turned around, the boy still in her arms and shook her head, a smile on her face.

"No, this isn't my little brother. He's my nephew," she explained to her peerage, directing her answer to the newest members of her peerage.

"Your nephew?" Asia asked with a curious look on her face.

"Yes. Go on, introduce yourself," she said to the crimson-haired boy in her arms.

The boy nodded his head and turned to face Ben, Asia and Xenovia. "Hello. My name is Millicas Gremory, and it's a pleasure to meet you," Millicas introduced himself, offering his hand which Ben took and shook politely.

"It's a pleasure to meet you too," Ben said as he shook the young Gremory's hand.

"This is my brother, Sirzechs' son," Rias explained as she placed her hands on Millicas' shoulders as she introduced him.

"I didn't know Sirzechs had a son," Ben said with a look of surprise on his face. As he stared at Millicas he couldn't help but wonder about what kind of woman his mother was; what kind of woman had attracted Sirzechs' eye enough that they made a kid together.

"If he's Sirzechs' son, does that mean that he's a prince?" Xenovia asked with interest.

"No. Since Devil Kings earn their title instead of simply inheriting it like before, Millicas won't automatically succeed Sirzechs. Instead he's a Gremory and next in line for family head after me," Rias explained to her newest servants.

"Come on, everyone. Let's head inside," Rias said before leading the way into the mansion interior with Millicas' hand in her own as her peerage followed after the two of them. Asia remained close to Ben, excited but still uncomfortable with being in a new environment. Gasper had lost his fear from before, had exited his carboard box, and was walking with them (though as close to Ben's back as he could get) as they soon found themselves in a massive foyer with a large staircase which split up halfway up leading to the first floor. Hanging from the ceiling was an unimaginably huge, ornately decorated chandelier.

Ben had been flabbergasted at the size his house had become after Rias got her family to renovate it, but he realised that what he lived in still paled greatly in comparison to the mansion he was currently standing in.

His silent moment of awe as he marvelled at the building he was standing in was broken when Grayfia approached Rias.

"Lady Rias, I'd like to show everyone to their rooms at once if that's acceptable for you," she said professionally and respectfully.

"Thank you, Grayfia. I need to greet my mother and father and inform them I have returned home," Rias replied with a nod. At her confirmation, Grayfia gestured to the surrounding maids who approached their group to carry out their orders. Even Ben couldn't fail to spot that every single one of them was extremely beautiful.

"The master is not here, I'm afraid, lady Rias," Grayfia informed her. "He is out at present and is expected to return by this evening. He said that he would return to meet you while dining at supper with everyone this evening.

Rias sighed and crossed her arms under her chest. "Huh. Thank you, Grayfia. I suppose I should have expected this. I suppose we'll show everyone to their rooms for now. Has the baggage already been taken care of?"

"Of course, my lady. Everyone's luggage had already been taken to their rooms," Grayfia replied with a respectful bow.

Ben admitted to himself that he could do with a rest on a proper bed, even if it was only for a little while. Even with the relaxing bath he had enjoyed barely an hour, he was exhausted after everything that had happened today. From the exceedingly long train journey train to the abrupt battle with a bloody dragon of all things, he didn't think he could cope with any more. Asia, having not left his side once since they left the train was also unsteady on her feet from fatigue.

"Ah, Rias. You've returned at last."

Everyone's attention was directed towards the large staircase where a stunningly beautiful young woman was standing, looking down at them. She wore a gorgeous dress which hugged her attractive figure. She looked so similar to Rias, particularly with their similar breast sizes, that if it wasn't for her flaxen hair he could have very easily mistaken them for twins.

Ben came to the conclusion that this must surely be Rias' sister. He didn't know why she hadn't mentioned her before…. Then again, she didn't say anything about Millicas.

"You didn't say you had a sister," Ben stated, glancing towards Rias as he said this. Confusion growing on his face when the young, flaxen-haired woman chuckled light heartedly as she descended the stairs while Rias sighed and pressed her palm on her forehead.

"I'm flattered you think so," the mysterious woman said with a stunning smile before glancing at Rias. "I like him already."

A noticeable blush appeared on Rias' cheeks as she gestured to the young woman before them.

"Ben. I'd like you to meet my mother," she muttered quietly, avoiding eye contact with either of them.

Ben's jaw almost dropped to the floor for the umpteenth time that day before he caught himself. This was Rias' mother?! They looked the same age.

Remembering who he was talking to and acutely aware that he may have offended her, Ben quickly bowed his head and apologised.

"I'm sorry if I offended you, Lady Gremory. I-I didn't expect to see…," he started but was cut off by Rias' mother.

"—someone who looks like me as a mother?" she finished with no hint of being offended in the slightest. Rather, her smile broadened at his comment. "Don't worry about it. I'm flattered in fact. To hear a handsome young man like you mistake me for my daughter makes me very happy." She cupped her cheek with her hand and smiled her pretty smile as she said this.

' _Even their smiles are the same',_ Ben thought to himself with amazement as he stared at her smile, finding no real difference between hers and her daughters.

Rias noticed that Ben still held a confused look on his face and, though she was still embarrassed by her mother, decided to explain it to him.

"As we get older, Devils gain the ability to freely alter their appearances with magic. My mother just happens to prefer the appearance she had when she was my age," she explained, the blush on her cheeks remaining on her face.

Ben slowly nodded his head in understanding. It must be quite confusing for Rias at times when her mother looks exactly the same age as her but, in actual fact, is years older than her and have a mother-daughter relationship when it would appear that they should have a sibling relationship.

He suddenly felt a sharp tinge of pain as Rias pinched his cheek and tilted his face to look at her.

"And don't get any ideas, mister! The last thing you should be doing is looking at my mother like that," she said hotly, her adorable glare pointed directly at him.

"Argh! I'm sowwy!" Ben groaned, Rias grip on his cheek impacting his speech. "She just looks so much like you."

Rias blush intensified and, while her mother chuckled at the innocent statement, it was mostly directed towards her daughter whose blush intensified until it reached the same colour as her hair.

"My, my. You sure know what to say to make my daughter blush, don't you?" Rias' mother observed. "You must be Benjamin Tennyson. Correct me if I'm wrong," she asked kindly.

"Please call me Ben," he replied, answering her query before asking a question that had been niggling in the back of his mind since he saw her. "Have we met before?"

"Not exactly. I was able to sneak a look at your face at Rias' engagement party," she explained.

"You were there?" Ben blurted out, not realising the silliness of the statement considering the event in question. His embarrassment only grew when Rias' mother chuckled at his question.

"Why of course. Rias is my daughter, after all. It's only natural that I attend her engagement party. That, and the fact that the engagement party was being held in a hall owned by our family.

Ben's eyes widened as he remembered how he gate-crashed the engagement party by literally crashing through the wall while in his Vaxasaurian form and bringing the entire wall down in his bid to save Rias from her engagement with that prick, Riser.

He had no idea that he had destroyed property which belonged to Rias' family!

"Oh crap! I had no idea that it was your hall I destroyed," he apologised quickly, hoping that he hadn't angered her. Rias' father didn't bring it up when he came to visit during the school open day, but the same couldn't be said for her mother.

His fear was unfounded, however, as Rias' mother smiled kindly at him.

"There's no need to worry. I was thoroughly entertained by the whole thing. Not to mention that I got to see an actual Vaxasaurian right before my very eyes, something I've always wanted to see but never had the chance to."

She bowed her head slightly at Ben. "I thank you for giving me the opportunity to see such a sight. I am Rias' mother, Venelana Gremory. It's a pleasure to finally meet you, Ben."

* * *

 _ **Later that evening**_

Several hours after their greeting in the entrance hall, Ben and the others found themselves sat down in the dining room. Like every other room that Ben had been in so far, it was lavishly decorated with a large chandelier hanging from the ceiling, directly above a huge, oblong and beautifully carved table.

The only thing that dwarfed the beauty of the table was the extravagant meal upon it, served on top of very expensive-looking plates.

Ben found himself, as per usual, sat in between Asia and Rias. Sitting opposite to Rias was her mother while her father, who had recently returned from his meeting, sat at the head of the table, at Rias' right and his wife's left, and gestured to the feast in front of them.

"Please enjoy. While you're here I'd like you to think this as your home away from home so don't hold back," Zeoticus Gremory exclaimed happily before joining in with everyone as they started to eat.

As he began to eat the fancy meal in front of him, remembering the correct etiquette with eating fancy meals from various movies and TV programmes, Ben looked up to see how everyone was doing. While Kiba and Akeno acted normally, no doubt from the various other times they had visited Rias' home, Koneko was the exception as she hadn't even started her food and was looking uncomfortable for some reason. When their eyes met by chance, she quickly averted her gaze, her expression remaining featureless, even less so than she did normally.

Xenovia and Asia also looked extremely uncomfortable with their surroundings but Ben attributed it to their upbringing. Growing up in the church taught them to live simple lives so extravagance like this was totally alien to them and they didn't know how to properly act.

And Gasper, being Gasper, was freaked out simply because of the large number of people around him and was quickly eating his food without paying attention to what he was eating as he had scrunched his eyes closed.

"By the way, Ben," Zeoticus said, drawing his attention to the Gremory patriarch.

"Y-Yes sir," Ben blurted, startled that Rias' father had called his name.

Zeoticus waved his hand dismissively. "There's no need to be so formal. You can drop the 'sir', okay? Actually, you don't mind if I call you Ben, do you?"

"Of course not. I actually prefer it over "Benjamin"," Ben replied.

"Anyway. What I wanted to know, Ben, is how your parents are doing," Zeoticus said with a warm smile on his face.

"They've been doing very well. They set off for the holiday you generously gave them just before we set off ourselves. They love the new house but believe they don't deserve such generosity when they haven't done anything noteworthy."

"Nothing noteworthy?" They took in my little girl and looked after her in the human world," Zeoticus exclaimed as though such a thing was completely justifiable of the reward they received.

"But they didn't do it with a reward in mind, Mr Gremory," Ben countered, addressing the Gremory head differently.

"It's true father," Rias interjected. "You've met them already. That's just the kind of people they are. It wasn't because you are the head of the company in the human world that Ben's father works with and I'm your daughter that they let me stay there. They let me stay as soon as they knew that I lived on my own in Kuoh.

Zeoticus was silent for a moment before speaking again.

"You're right, Rias, they truly are kind people. In that case, I should have given them something else. Is there anything else your parents wanted?"

"W-Well when I told them I was going to visit Rias' hometown while they were gone, they told me to bring them back a souvenir," Ben said jokingly, trying to make himself less anxious than he already was.

"In that case then I'll prepare a castle for them for when they return," Zeoticus declared calmly as he rang a small bell beside him, instantly summoning a butler from, seemingly, out of nowhere.

Unfortunately for Ben, he had taken this precise moment to drink from the glass in front of him. Upon hearing Zeoticus' declaration he would have spurted the contents of his mouth everywhere in shock had he not been able to bring his hand up in time to cover his mouth. Now, though, he was reduced to a small coughing fit while Rias berated her father.

"Father! You're going too far!" Rias exclaimed.

"She's right, dear. Normal humans don't live in castles anymore. They haven't for centuries; our cultures and living styles are too different," Venelana stated, berating her husband for his lack of tact.

"Hmm, I suppose so. I still need to give them something though," Zeoticus retorted.

"Rias already told you, dear. Ben's parents didn't expect a reward for taking care of Rias. They don't possess strong worldly desires."

Zeoticus sighed but thankfully dropped the subject, dismissing the butler who returned to his station.

"There is something I would like you to do for me then, Ben," Rias' father said,

"What's that?"

"You've been considered a member of this family for a while now so I'd like you to treat me as your father-in-law from now on," Zeoticus told him with sincerity in his voice.

"Honey, you're acting too fast. There's a correct order to these things, you know?" Venelana chastised as her daughter's face turned as red as her crimson hair.

"Yeah, I know that but aren't you happy?" her husband retorted.

"Of course I am but it's still too early to celebrate," she repeated.

"I know, I know. I just tend to be too hasty when I'm excited," Zeoticus sighed deeply, sitting back in his chair.

As he watched the two of them, Ben noted that Rias' mother appeared to hold the most power in the Gremory household. He couldn't decide if he was surprised or not that Rias shared a large number of traits with her mother but he was definitely learning a lot tonight.

"My I also call you Ben?" Venelana asked, directing her attention passed Rias and directly at him.

"Of course."

Venelana nodded her head before continuing. "Will you be staying here for long?"

"Well, we came here for training with Azazel…but I'll be here as long as Rias is. May I wonder why you asked?" Ben said as politely as possible, not wishing to embarrass himself nor insult Rias' parents in any way.

"Yes you may. While you're here, I'll be teaching you manners and proper etiquette required within Upper-Devil society," Rias' mother explained simply.

SLAM!

The abrupt sound of Rias slamming her hands on the table as she rose to her feet attracted everyone's attention as she scowled at her mother and father.

"Mother! Father! I would appreciate it if you wouldn't leave me out of such important topics!" she demanded firmly.

Venelana's demeanour changed drastically as she narrowed her eyes at her daughter, all previous pleasantness vanishing completely as well as the pretty smile she had greeted them with.

"Be silent, Rias. If you remember, you cancelled your engagement with Riser, yes? We allowed you to do so but that was a rare exception, do you understand? Do you not realise how much effort your brother and father put into taking care of things with the other high-class devils? We simply cannot abide such selfishness from you anymore!"

"I'm sorry if—," Ben started to apologise but, at the subtle hand gesture from Zeoticus, he refrained from speaking and sat back in his seat.

"Sirzechs has nothing to—."

"Officially, you are correct. However, since the three powers have finally declared peace and formed an alliance, your position as the Devil King's little sister has made your name known throughout the Underworld, even amongst the lower-class devils. Not to mention that you are the master of the one who will alter the System which will have more ramifications than you can even imagine! You simply can't keep acting like a spoiled child, understood?"

Rias appeared mortified by her mother's words and could offer no retort in response and, instead, sat back down in her seat, a scowl still adorning her face.

Letting out a sigh after her scolding, Venelana turned back to Ben with a pretty smile back in her face.

"I apologise for what you just saw. It was unseemly of me to act in such a way with guests in our home. Returning back to our earlier discussion, you'll be taught the intricate ins and outs of high-class society, even if only a little."

Caught speechless, Ben merely stared at Venelana for a few seconds. Once he had found his words, he spoke up.

"Thank you. I heard from Rias that only those born into high-class families are given such a rigorous education, but why are you giving me such an honour?" he asked with confusion in his voice.

"Because the next head of this family made you her final, selfish decision and so, as her mother, I must take appropriate responsibility," Venelana explained with a kind smile on her face.

Ben looked to his right to look at Rias and she cast a quick glance back at him before quickly turning away as a huge blush formed on her face.

"And I also heard you have a fascination with the demons of the Underworld; a fascination that I share so I hope to help teach you about them," Venelana added sweetly.

Despite the large addition to his activities while in the Underworld and the short amount of time he had to complete them, Ben couldn't help but feel a small smile form on his lips. Partly because he was finally going to be taught about the forms he could transform into by someone who actually lives in the Underworld and finds them fascinating too, and also partly due to finding out just how Rias feels about him.

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: I bet one of the biggest questions you might have will be "Hey DragneelGiant! What the hell is a Magimorph"? Don't you mean Mechamorph?"**

 **Normally you'd be correct. However, there is method to my apparent madness. Unlike in the canon cartoon of Ben 10, science is the main driving force (Modern world conveniences, vehicles, the Omnitrix, Ascalon etc.) whereas magic is only a minor part, the only characters who use it being Gwen, Charmcaster, and Hex. Highschool DxD, on the other hand is the exact opposite. Magic is a major part of the anime and is seen constantly. Due to this being the case, I made the decision to alter Upgrade's form and powers to suit its new background. Instead of combining with technology and machines, it combines with magical creatures and boosts their magic capabilities considerably.**

 **In regards to the Galvan, I decided to make them suffer a little bit in my story. I have absolutely nothing against them, it's just something different. In Ben 10 they were at the bottom of the food chain with the Omnivoracious bird being their natural predator so I simply made it so they still existed unlike in canon Ben 10 and made it so they fell victim to other, aggressive demons in the Underworld. I'll reveal more about them in future but, for now, you'll have to make do with the little bit I revealed.**

 **Ben and the ORC have finally arrived in the Underworld for their training. I've got plans for them while they're there as well as continue to build up suspense for an arc I've come up with on my own.**

 **. . . . .**

 **Reviews**

 **Treyalexander63917:** **Ben's hidden trauma is certainly starting to emerge, but that isn't all that is going on. This is part of the build-up to an inspired original arc in the future. I don't want to say too much about it in case I accidently spoil the surprise but I appreciate that you like the idea already.**

 **Nivek Beldo:** **Of course, if I** _ **did**_ **bring Looma into my story, I'd make sure to steer her clear away from whatever bad memories you may have about her from Omniverse. The 'Mr Hyde formula' is a very interesting idea. I had to look it up after you mentioned it but I've already got an idea to implement it into my story.**

 **You'd be hard-pressed to find someone who, if they went through the same thing Ben did, didn't come out of it without some kind of trauma, even if they tried to deny it. It'll be my first original arc so I hope that it doesn't disappoint with my build-up to it.**

 **Guest:** **Charmcaster is definitely within the realm of possibilities. Just need to work on a way to include her into the story (I've already got the beginnings of an idea).**

 **Guest:** **I'll do my best to fit the pregnant Big Chill story in somewhere but I'll have to find somewhere to fit it around. I agree that the idea has potential and I'm not one for wasting potential.**

 **Rongis:** **I'm sorry you feel that way. I haven't forced you to read my story so if you don't like it then read something else.**

 **Rick:** **"You're such an asshole, Rick!"**

 **Guest:** **That idea had already been going through my head. I think they looked like they'd suit each other.**

 **Guest:** **I'm trying to make sure that Ben's transformations are sentient, at least in some way. While it is implied that Ben would take samples of DNA from anything it touches, I want to stick close to the forms that are canon with Ben 10. That being said, I've got one or two forms which are unique to the DxD universe.**

 **Omnimania00:** **I made Vali female from the conclusion of the poll I put up a few months ago to everyone. Everyone had the opportunity to say which they preferred but the final conclusion was that Vali become a woman. I never implied that she would automatically be put into Ben's harem. The reason I toyed with the idea initially is because I wanted it to be different.**

 **I agree that a lot of characters get turned into females so they can be paired with other male characters but it isn't an exclusive reason in several stories I've come across. In those stories, there's no apparent reason to change them except for making their story more unique.**

 **Ultimatrix bearer:** **It's good to hear from you again! I know what you are talking about with the FT manga and Erza's 'bullshit meteor-exploding' power. I've already read Avenging 10 and it's actually another one of my favourite fanfic stories.**

 **Thanks for your reviews. I really appreciate them.**

 **. . . . .**

 **You'll hear from me near the end of October. Until then, stay awesome everyone!**


	26. The Gathering

**A/N: Hi guys! I'm baaaaaaaaaack!**

 **Sorry for the late update, guys! I was taken by surprise by the amount of uni work thrust upon me for third-year Law. Not only that but my beta reader also had personal issues to resolve before he could get around to checking this chapter. That's all sorted now so it shouldn't be a problem next month.**

 **Anyway, I hope you've all been doing well since my last update.**

 **One thing I'd like to tell you all before reading this that I've listened to your requests and have done what you requested. As you read this chapter, I'll be working on plans for a filler chapter with the fountain of youth. Obviously, it'll be different from the canon episode but I hope you'll enjoy it. I plan to put it up after the Rating Game between Sona and Rias, just before they return back to the human world for the start of the Juggernaut arc.**

 **Without further ado, here's the chapter you've all been waiting for!**

 **. . . . . . . . . . . . . . . . . . . . .**

* * *

As he slowly made his way down the long, tall corridor towards the bedroom that had been designated for him, Ben's mind drifted to the recent dinner and what had been discussed by Rias' parents.

He was going to be taught how upper-Devil society works and the correct way to act? And by Rias' mother of all people. He had to admit that he was taken completely by surprise by that, but not nearly as much as the last bit where Rias' mother told him that she would teach him more about the history of the Underworld and the demons which inhabit it.

" _ **Don't forget how he basically told you to call him 'father',"**_ the voice of 'Raynare' told him from the depths of his mind.

' _What's your point?'_ Ben asked with a thought as he rubbed his forehead as yet another headache suddenly came about.

" _ **It's amusing how badly he wants you to marry his daughter. Forget a union between two 'noble' Devil houses; a union with the wielder of two of the most powerful dragons in existence? Now there's a union that would benefit the Gremory household, wouldn't you say?"**_

' _You know that's not true. Rias was taken aback by his statement just as much as I was.'_

" _ **I suppose you're right. The only other way to explain her actions was if she were a brilliant actress and able to control her emotions masterfully…but that's a crazy idea, isn't it?"**_ the silk-smooth voice muttered quietly.

Ben ignored the voice as he reached the doors to his room. Just like everything else in Rias' home, it was ridiculously large and only became even more extravagant as he opened the doors and entered his room.

It may have appeared to be the same size but with the lack of everything that occupied his room back home in his family's newly refurbished mansion it seemed to be bigger.

The only thing that occupied the room was the absurdly huge canopy bed which took up most of the empty space in the room. He looked towards the doors on the other side of the room and recalled back to when Grayfia showed them their rooms after their meeting with Venelana. Apparently, they each led to necessities such as a toilet, small kitchen complete with a refrigerator. She said that, although each room also had a bath, there was a huge bath elsewhere in the house that acted as the main one.

As he took his shirt off in preparation for bed, he made it no further than a few feet towards the humongous bed before he heard a knock on his door. He was surprised, when he opened the door, to Xenovia standing before him, wearing a pair of short, baggy, shorts and a loose, blue tank-top.

Asia was standing beside Xenovia but Ben wasn't surprised with her appearance. For months now, it had been made plainly clear to him that Asia felt more comfortable when she slept in the same bed as him and had come to his room for that particular reason.

By chance, Rias was similar to Asia in that regard but, perhaps it was due to her upbringing as a noble Devil, she appeared to be able to handle not sleeping with him when the situation requires it.

"We're not disturbing you, are we?" Asia asked timidly, keeping her head tilted down as her cheeks blushed slightly at the sight of his muscular chest in full view of her.

"No, of course not," Ben replied, shaking his head dismissively. "What are you two doing here?" he asked them, already suspecting Asia's answer.

"I can't settle down in my room. It's simply too big for one person," Xenovia explained, crossing her arms under her impressive chest. "Asia felt the same way and we thought we'd come and stay in your room."

"You did, huh?" Ben asked, the corner of his lips turning upwards slightly at her explanation.

"Asia said that you wouldn't mind letting us sleep in the same bed together, is that incorrect?" Xenovia asked, matter-of-factly.

Ben sighed and opened the door wider to let the two of them enter. "No, it's fine. There's plenty of room after all," he said, gesturing towards the gigantic bed in the middle of the room. Without waiting any further, two of them entered into the room while he closed the door behind them before joining them as they climbed onto the bed and under the covers with him in between the two of them.

"I guess you're still not used to this kind of living, are you, Xenovia?" Ben asked, tilting his head to his right to look at Xenovia who had, subconsciously or not, Ben couldn't tell, moved closer to him so that their bare arms were touching and he could feel the heat from her touch. Asia had adopted her usual position and taken Ben's left arm and wrapped her arms around, embracing it tightly as she rested her head in the crook of his neck as she drifted off to sleep.

"You're right. It still wasn't too long ago that I lived with the church. Life was simple back then so all of this luxury is overwhelming," Xenovia explained as she stared up at the ceiling.

"I guess I can see where you're coming from. I can't imagine how Gasper must be feeling with all this," Ben chuckled lightly so as to not disturb Asia who, amazingly, had already fallen asleep.

"He's fine. We checked in on him before coming here. He was perfectly content with staying in his box, playing with his video games."

"Huh, well I guess I'd be kidding myself if I thought he'd be able to sleep in a bed like this," Ben murmured with a small smirk.

"We'd better go to sleep," Xenovia stated as she closed her eyes.

"You're right. Unlike the rest of you, I appear to have a full schedule ahead of me, even before our training," Ben grumbled as he also began to drift off to sleep.

* * *

. . . . .

 _ **The next day**_

BOOMPF!

"Argh!" Ben hissed under his breath as he rubbed the sore spot on the back of his head after Venelana had struck it with the thick book in her hands.

While everyone else was being taken on a sightseeing tour of the Gremory grounds by Rias, specifically her family's castle and the exclusive castle which Sirzechs uses when he returns to his family's land, and enjoying themselves, Ben found himself, instead, in the large Gremory library with the matriarch of the Gremory family as she gave him an extensive lesson on high-class devils, the upper echelons of devil society and its nobility, among other topics which he had been told would be essential for him to learn.

Even though he was able to follow Venelana's lessons due to the limited knowledge he already had on the old aristocratic classes in the human world and how they differed from the 'lower classes', it wasn't enough for Rias' mother who 'tapped' him on the head with the large book in her hand whenever he got a question wrong.

"Wrong again. I promise you, Ben, that you won't leave this room until I am satisfied that you have sufficient knowledge on these things," she chastised him as she continued to circle the table he was working on, stacked with numerous books as well as the notebook in front of Ben within which he had been furiously scribbling notes into as he struggled to take in every word that she said.

Despite the intense lesson he found himself in, he couldn't help but subconsciously compare the teaching styles between Venelana and her daughter. He didn't exactly know what that actually meant, about him, about the two of them or anything else, it was simply a comparison he couldn't get out of his head.

Beside him sat Millicas who was studying with him also as Venelana had taken up the role of being his personal tutor. It was clear by the detailed notes in his own notebook and the way he answered Venelana's questions that, despite his age, he was an extremely diligent and intelligent young man.

"Sorry, Lady Venelana," Ben groaned as he rubbed the back of his head.

"And stop with the whole _"Lady Venelana"_! I've told you already to drop titles while you're here," Venelana admonished him again.

"Sorry," Ben apologised again. There was so much stuff that she had been telling him for the last few hours that he was having trouble understanding it all.

Venelana merely sighed in response as she came to a stop on the opposite side of the table to her two students and looked at him. "You're just as Sirzechs and Grayfia described you," she said offhandedly.

Ben looked up at her, anxious about what Rias' mother had been told about him.

"You work hard at everything you do, no matter how difficult the task might be, particularly if it interests you" Venelana continued, missing the very quiet sigh of relief from her student. "However, that tells me that you don't find this subject interesting. That's a problem as you need to have at least a basic knowledge of the way things work here in the Underworld if you are to be an effective companion for Rias."

"Speaking of which, she should be returning soon. After all, she's to attend the customary gathering of young devils," Venelana informed him as she glided across the floor and disappeared behind a bookcase in search of a particular book.

As she disappeared behind the large bookcase, Ben glanced over to Millicas who had continued to write while he and Venelana had been speaking.

"What's this gathering of young devils about exactly?" he asked the young devil quietly, not wishing to invoke the wrath of Rias' mother's ire at his lack of knowledge on such an, evidently, important event within devil society.

Millicas looked up from his notes and turned towards Ben with excitement in his eyes. "It's where the devils, around the same age as Rias, who have yet to participate in their first official Rating Game gather. High-class devil heirs from the oldest and most noble families are gathered together by the Devil Kings so that they can get to know each other. It's quite rare for heirs to do so otherwise due to the work they have to do for their families," Millicas explained happily.

Ben nodded in understanding. He could imagine that it was difficult for the heirs of noble families to find the time to see, never mind talk, to other heirs of important families. He had seen it with Rias and Sona. Despite going the same school and being friends since they were little, Rias and Sona barely encountered each other the majority of the time. The last time he recalled them seeing each other was briefly, during the Kokabiel incident.

If it was difficult for the two of them to be able to talk to each other, how bad was it for the other high-class devil heirs within the whole Underworld?

His thoughts were broken when Venelana returned from behind the bookcase, a new, leather-bound book in her arms. Millicas seemed to recognise the book as his eyes lit up with poorly contained excitement.

"Now, I had planned to teach you the history of the Gremory family but I fear that there wouldn't be enough time for you to get a sufficient grasp on it in the time we have left. Thankfully, though, there shouldn't be much cause for its immediate use for the time you have left with us. Rias should be able to answer any questions about our family if you have any questions," she explained as she returned to the table.

"I have been informed by Rias that you have a strong desire to learn more about the various demons that inhabit the Underworld, is that correct?" Venelana asked Ben.

"Uh yes, that's right," Ben replied, caught off guard by the sudden change of topic. "I know a bit about the abilities of the demons I can transform into which, while useful in a fight, doesn't tell me much about the demons as a whole. I want to learn more about them as a species; the kind of habitats they live in, how their societies work," Ben told her as he thought back on the various times he had transformed. He knew about the physical abilities of the demons he could take the shape of thanks to Azmuth's Gear, but he knew next to nothing about the demons themselves.

"In that case," Venelana said as she placed the book in her hands down on the table in front of him. He looked down at the book before him and read the title etched into the dark leather with gold stitching:

' _The Demonomicum: A Comprehensive Guide to the Demons of the Underworld'_

Just by looking at it, Ben could tell that the book before him was extremely old yet it didn't seem to have been hit by the ravages of time.

"This is one of our family's many priceless tomes, and one of my personal favourites. It's been in the Gremory family since it was founded, millennia ago, and belonged to the first lord of the Gremory Household, Zacharias Gremory, Rias' great-grandfather. Out of all the noble devil families, even before the Great War, the Gremory family was always the one most fascinated with the Underworld and the demons which dwelled within it. They were also the only family which strove to learn as much as possible about them as they could. The other high-class families simply regard demons as mere pests and nuisances; creatures to be ignored and dealt with if they come too close to our borders," Venelana explained as she lightly caressed the ancient tome, obvious attachment to the book shown in her actions.

Ben couldn't help but feel his excitement grow as Venelana said all this. She hadn't told him a single thing about demons yet he was already determined to learn as much as he could from her.

"I'm able to admit that I, myself, used to share that same belief before I married Zeoticus, back when I was Venelana Bael. I discovered this book completely by chance while perusing the library but it was enough to open my eyes to the world beyond our borders and draw my fascination to the demonic inhabitants of that world," she told him with a warm smile on her face.

"Unfortunately, that same fascination didn't seem to pass on to my children," Venelana added with a sigh as her thoughts turned towards when she used to tutor her children. Despite all that he had learnt in the limited time he had, Ben was unaware just how unusual it was for the matriarch of such an old and esteemed family to take it upon herself to personally teach her children; the customary thing to do was have them taught by a tutor. However, the Gremory family was known throughout high-class Devil society for acting outside what is widely considered normal. While a number of noble families owned and controlled demons for their own personal use, varying from workers to soldiers, the Gremory was one of the only families, if not the only one, which treated the demons with the same level of respect as their devil servants. They even treat the non-sentient demons, such as the Vulpimancers their soldiers ride, with respect.

"Even though they passed any test I put before them, it was clear that they didn't possess the same fascination that I did. No matter what I did, Sirzechs and Rias didn't develop the spark to learn more about the demons like I did."

A warm smile slowly formed on her lips as she stared at her two students. "You two are different though. I can't tell you how pleased I am to see the same look in your eyes as I did when I started learning about the demons of the Underworld," the Gremory matriarch told them with a smile on her youthful face. "I thought I would have to be content with Millicas until I was blessed with another grandchild, but your arrival is a blessing nevertheless. Even if I only have a short amount of time to teach, I'll make sure you know as much as you can before you return back to the human world."

"You'd do that for me?!" Ben asked her with disbelief. Even though he had made it clear that he wished to learn more about demons, from what he had been told of the attitude the Underworld had towards demons he believed that he would have to find a way to teach himself. He didn't ever consider the possibility that Rias' mother would offer to teach him.

"Think of it as my personal gift to you for taking care of my daughter while she's in the human world." She raises her hand to stop Ben when he made to reply to her statement. "I know you didn't do it for a reward, but nevertheless, this is the very least I can do. Now, let's not waste any more time, shall we?"

With that, the Gremory returned back into strict tutor-mode and immediately began her rigorous lesson, though this time both Ben and Millicas were paying close attention to her words as their hands turned into blurs as they furiously wrote down notes as she spoke.

* * *

. . . . .

Ben continued with Venelana's lesson, doing his absolute best to keep up with her furious pacing, for the next few hours. They only came to the end of the lesson when Rias and the others finally returned from their sightseeing tour around the various Gremory castles dotted around their territory.

Upon seeing the condition her pawn was in after his lessons with her mother, Rias couldn't help but giggle at his exhausted condition, though she did have the decency to appear shameful as she did so. When she had gotten control of her small giggling fit, Rias brought Ben's face down into her breasts, wrapping her arms around his neck in a warm embrace before apologising for forgetting to warn him about her mother's style of teaching.

"I should have warned you. I'm so sorry!" Rias declare comically as she embraced her favourite servant. "I still get flashbacks of when she taught me when I was Millicas' age."

Almost immediately after Rias and her peerage had returned from their trip and Ben had changed into a clean change of clothes, their group bid Venelana and Millicas farewell as they left the mansion and made their way down to the Gremory private station where they boarded a train destined for the territory which Sirzechs controlled as the Devil King, Lucifer. The trip was uneventful except for the several magic circles the train passed through, each one meant to aid with long-distance jumps around the extensive territory controlled by Devils.

After around three long hours of this jolting trip, the train finally came to a stop at its destination.

Not knowing what to expect in a city inhabited by devils, Ben was taken completely by surprised when he exited the large train station to see a city which could easily be mistaken for one in the human world. There were even a set of vending machines arranged just past the station entrance!

As he stared at the expanse of modern buildings and homes before him Ben couldn't help but compare it to London. It may be a loose comparison due to the differing patterns and designs from the buildings in the British capital, however, it reminded him more of London than the cities he had been to in America due to the lack of abundant skyscrapers. He could see several tall towers rising up into the air, far above the majority of the buildings he could see but there were so few of them that each one stood out like a lonely mountain.

As he took in his new surroundings, Ben failed to notice Kiba walk up behind him and come to a stop on his left.

"So, what do you think?" the blond-haired knight asked as he followed Ben's gaze.

"I didn't expect it to be so…modern," Ben replied, unable to think of any other way to describe it.

Kiba simply chuckled at Ben's response. "This is the city of Luciferd, the main city within the territory controlled by Lucifer. It also just so happens to be the old Devil capital where the previous Lucifer used to live."

Unable to say anything in response to Kiba's revelation, Ben simply nodded his head slightly as he continued to take in the sights of the first urban area of the Underworld he had ever been to. He may have been to the Underworld before, and to Rias' house, but this was different. They were unique places where only the upper echelons of Devil society lived.

Now, though. Now, he was staring at normal devils who were just living out their lives. No family troubles which would have significant effects on society, no private events or even homes with armies of servants to look after your every need.

He only knew he was still in the Underworld because of the dark purple sky above him. The people living out their lives before him could very easily, at first glance, be mistaken for regular humans.

"Come on," Kiba continued as he patted Ben on his shoulder to attract his attention from the throng of people before him. "We're going to head down to the subway and take another train to our final destination. There would be trouble if we used the surface route."

If he hadn't mentioned the 'trouble' part, Ben would have chuckled at the mention of a subway and the notion of going underground in the Underworld. However, since the Gremory knight didn't just say that, he concentrated on the latter part of his statement.

"Why would there be trouble? Do the people not like her for some reason?" Ben asked, tearing his gaze away from the city sights and looking at Kiba as he asked him.

Before Kiba could respond, he was cut off by a high-pitched shriek from a young woman close by who pointed in Rias' direction.

"Kyaaah! It's Rias Gremoryyyyyy!"

Her declaration was quickly followed by a loud cheer as every devil in the vicinity glanced in the direction the young devil woman was pointing and spotted the red-haired heiress.

"Quite the contrary!" Akeno told Ben above the noise of the growing crowd of adoring fans who glanced at Rias with looks of amazement and longing.

"So…she's popular in the Underworld then?" Ben asked loudly as he covered his enhanced-ears which were not appreciating the screeches from Rias' crowd of fans.

"What do you expect? She the younger sister of the Devil King Lucifer. And not only that, she's beautiful and intelligent," Kiba explained with a faint smile on his lips at the large crowd which continued to grow as time passed.

"All of that makes her a yearned after person amongst the low and middle-class devils," Akeno added

"So, Rias is some kind of celebrity in the Underworld," Ben summarised as he interpreted what he had been told. He knew Rias was a known figure throughout the upper part of devil society but he had no idea just how popular she was with the rest of the people though. He couldn't help but smirk as he thought about the young heiress who never enjoyed receiving attention; that being one of the reasons she wanted to go to school in the human world.

"So many people!" a small voice whined out behind Ben before he felt a body move closer to him for safety and comfort.

Smirking, Ben looked down to see Gasper staring, wide-eyed, at the throng of devils in front of them.

"And I suppose the same admiration doesn't extend to us mere servants, does it?" Ben asked the blond-haired with a slight chuckle.

"I'm afraid so," Kiba replied with a small chuckle of his own. "Every devil in the Underworld has heard of Rias Gremory whereas the rest of us are known simply as her retainers…."

He was suddenly interrupted when a young woman in the middle of the throng of devils took notice of Ben and, instantly recognising him, pointed at him and yelled over the noise of the crowd, "Hey! Isn't that the Dragon All-Father?!"

Despite not being loud enough to be heard by everyone in the throng of admirers, the small number which did hear her followed her gaze onto Ben also, seemingly noticing him for the first time.

"Yeah, that's him!" another young female devil cried out in recognition. "He's the one who's making so we can pray again!"

"However, that doesn't seem to be case for you," Kiba chuckled as he patted Ben on the shoulder.

Even as he said this, the number of devils directing their attention towards Ben slowly started to grow though the majority of the throng's attention was still directed towards Rias.

"Looks like someone's popular," Akeno sniggered from Ben's left as he stared at the crowd of devils with surprise.

"We'd best switch to the underground train as soon as possible," the red-haired beauty in question said as she turned towards one of the black-suited men who were acting as her escorts. "Has the private train been prepared for us?" she asked him, eager to get out of there before the crowd grew anymore restless.

"Yes, Miss Gremory. If you would please follow me," the escort said before turning and leading the way towards the stairs closest to them and down into the underground part of the station, a part exclusively reserved for the private trains of the noble devil families.

As they descended the staircase to the subway train reserved for their trip to the gathering of young devils, Ben couldn't fail to miss hearing the cries from the crowd above until they reached the lowest section of the station where their train was waiting. While it was still a magnificent sight from the trains he had been on in the human world, this train paled in comparison to the private Gremory train they had travelled on when they came to the Underworld.

It was at this point, when everyone else was boarding the train, Ben stopped for a moment and admired his surroundings, chuckling to himself at the very notion of there being an underground level for subway trains…in the Underworld, the world supposedly situated at the lowest level possible.

Quickly collecting himself from his thoughts, he followed after the others and, soon enough, the train departed the station and disappeared down the dark tunnel before it.

As the train gently jolted it occupants, Ben turned to Rias (who had taken her usual spot right next to him) and asked her a question he had been meaning to ask her for a while. He'd momentarily forgotten about it but it had made its way to the front of his mind after their encounter with the crowd of devils.

"There's something I've been meaning to ask you, Rias," he said, attracting the heiress' attention.

"What is it, Ben?" Rias asked curiously.

"I've heard from Azazel that the Fallen Angels have reacted positively to the change I've caused to the System which would allow them to pray again without suffering Light damage. However, I haven't heard what the reaction has been with devils," Ben explained as he glanced out of the window, out into the pitch-black tunnel the train was travelling through. "What's the reaction been like in the devil community? They seemed to recognise me back at the station because of it but I couldn't tell if they were happy to see me, like they were when they saw you, or if they were angry with what I did."

Rias was silent for a moment as she thought about her answer. "To be honest with you, I don't know myself. I know that my family appreciate what you have done for the peace between the three factions but I can't speak for every devil in the Underworld. You should try asking my brother or my parents when you get the chance. They live in the Underworld and have more knowledge in the attitude of the noble families and the people."

Ben slowly nodded his head as he listened to Rias and made a mental note to ask them when he next had the chance.

* * *

. . . . .

 _ **Five minutes later**_

The train finally began to low down as it reached its destination, coming to a final stop in, what Rias had revealed to them as, the largest building in the entire city.

As it was the place for the gathering of the young noble devils, the old families, and the other high-class devils, Ben wasn't surprised that the chosen place for this event was in such an impressive building.

The bodyguards accompanying their group continued to escort them as they exited from the train and made their way to the lifts at the end of the platform. When the lift doors opened and Rias entered along with her entourage, the black-suited escorts remained where they were and didn't follow them, their work being done with their charges reaching their destination without any problems.

As the spacious lift ascended through the many floors of the large building, Rias turned to face her retinue.

"I don't think I need to tell everyone that we need to be on our best behaviour tonight. We may be meeting other young devils from noble families but, no matter what is said or done, please don't start a fight with anyone. We are about to meet our future rivals in the Rating Games to come and I don't want to show them an unsightly side of us. Remember: as my servants, you also represent the Gremory family," she explained to them in the tone of voice of someone preparing themselves for battle.

The lift continued upwards for another minute before it finally came to a stop and opened its doors for them, revealing a wide hall.

Ben couldn't help but wonder how huge the building actually was if every floor was as spacious as this one.

' _The Underworld truly is an amazing place,'_ he thought to himself as he stared up at the ornately decorated ceiling high above him.

Almost immediately after everyone exited the lift, they were approached by a person who, based on the professional suit they were wearing, appeared to be an employee of the building and bowed to them respectfully.

"Welcome, Lady Gremory. It's a pleasure to meet you. If you would please follow me, I'll take you to the gathering.

Without saying anything else, they were led down the spacious corridor. After following the building employee down the corridor for a while, Ben quickly noticed the figures of several people standing in a group outside a large set of heavy wooden doors at the end of the corridor.

As they approached the group, Rias seemed to recognise one of them as her face perked up in recognition.

"Sairaorg?!" she asked with disbelief, attracting the attention of one of the young men in the group who turned around at the sound of Rias' voice.

He had the appearance of a good-looking young man, though with a rugged quality added in. Even at first glances, Ben could see he had an energetic personality from the way he stood and, by the looks of his impressive physique which did a poor job hiding his muscles, he looked like a pro-wrestler. Without any further information, Ben would estimate the young man as being the same age as Rias, maybe slightly older.

One thing that stood out in Ben's mind as he stared at the mysterious young man was the set of piercing purple eyes which stared back at him and the others.

"Hey, Rias. It's been a while since we last saw each other. It's good to see you again," the young man, now known as Sairaorg, said cheerfully as he walked towards Rias and shook her hand with a smile on his face. He didn't know anything about this Sairaorg but Ben couldn't help but feel that he was being sincere with his greeting.

As the two of them greeted each other, the other devils behind Sairaorg turned their gazes upon Ben and the other ORC members. As they did so, Ben couldn't help but feel power radiating off them…though they all still paled compared to the power coming from Sairaorg himself.

There was no doubt about it. Each one of these devils was strong and could handle themselves in a fight.

"It has been ages, hasn't it? I've missed you," Rias replied cheerfully. "It's good to see that you're doing well."

She suddenly turned back to her peerage. "Oh, I'm sorry. Some of you haven't met before." She gestured towards Sairaorg. "This is Sairaorg. He's my cousin from my mother's side."

Cousin?!

Ben was taken by surprise by Rias' revelation but, as he looked closely at Sairaorg, he couldn't fail to notice the faint similarities in his features which reminded him of Sirzechs.

Rias then turned back to her cousin, gesturing to Ben, Asia and Xenovia.

"And these are the newest additions to my peerage. This is Asia, my second bishop, Xenovia, my second knight, and finally, this is…."

"Ben Tennyson," Sairaorg said, cutting Rias off mid-sentence as he approached Ben, coming to a stop in front of him. "I've heard a lot about you."

"All good I hope," Ben chuckled, caught off-guard by Sairaorg's attention being directed on him. As this was the first time he had been in the Underworld since his fight with Riser, he had no idea what had been said about him among the families who watched the fight and, no doubt, spoke about it with the other families.

Sairaorg laughed at Ben's response. "Depends on who you ask. I, for one, like what I've heard about you. I've heard about the abilities you possess with wielding the Dragon All-Father and Red Dragon Emperor's Sacred Gears and wish I could have been there to see you wipe the smugness off Riser's face."

"I also heard you gate-crashed the party by taking on the form of a Vaxasaurian and literally crashing through the wall. Is this true?"

"Uh yeah, I kinda did," Ben replied, unsure of what else to say. His response was met another hearty laugh by Sairaorg who then held out his hand for Ben to shake. Ben took his hand and shook it. He couldn't help but notice the intense pressure Sairaorg put into the handshake. Not wanting to show weakness to a potential rival in the upcoming Rating Games, Ben applied pressure of his own too. It wasn't stronger than Sairaorg's but it was enough to balance out their handshake so neither backed down.

Sairaorg must have felt this as his smile grew. "It's good to finally meet you, Tennyson. I'm Sairaorg Bael, the next head of the Bael family," he said in greeting.

Despite his struggles to take in everything he had been taught in Venelana's lessons on the various noble devil families and their members, the one she had taught him first, and with great detail was the Bael family. As one of the oldest and most powerful families in the Underworld, they held the distinguished ranking of "Great King", just under the Devil Kings themselves! It was from them, and through her mother that Rias and Sirzechs inherited their fabled Power of Destruction techniques.

So…despite holding the rank of 'Duke' (one of the highest ranks in devil society), the Gremory family also has close ties with the 'Great King' Bael family and has one of the Devil Kings directly related to them.

When the two of them finished their handshake and released each other's hand, Rias looked at her cousin with a question on her lips.

"Why are you standing out here, Sairaorg? Hasn't the gathering already started?" she asked curiously.

"Oh, it started all right," he replied with a sigh as he gestured over his shoulder at the large wooden doors behind him. "We just came out here to get away from them. It's just idiotic in there for my liking."

"Idiotic? Who's arrived?"

"Well, Seekvaira and Diodora had already arrived by the time I arrived and Zephyrdor arrived not long after I did. Perhaps not surprisingly, almost immediately after he arrived, he got into an argument with Agares," Sairaorg explained with poorly contained distain.

"What could they possibly be arguing abo—," Rias began to ask but was interrupted by a loud explosion which knocked the doors off their hinges and sent them crashing to the floor with a loud 'BANG!' and released a cloud of dust and smoke from the room within.

Sairaorg sighed and turned to look at the commotion behind him. "This is precisely why I was against this gathering before our formal debut," he muttered as he made his way into the room, his peerage close behind him as Rias joined him, her own peerage following in her wake.

As they entered the spacious room, the first thing they all noticed was how smashed up it was. Almost every piece of furniture, from the tables and chairs to the decorations adorning the walls, appeared to have been destroyed beyond repair.

In the centre of all this carnage were two noble devils standing opposite each other and glaring at the other intensely, their peerages standing behind their masters, weapons drawn and facing each other.

While these two groups faced each other down, a single male devil was sat down at the only intact table left in the room and was drinking a cup of tea normally and watching the two groups face off with a look of slight amusement on his face.

Concerning the two devils glaring at each other, the epicentre of the ice-cold aura permeating around the room, one had the unique appearance which reminded Ben of a tall, dark-skinned goblin, while the young woman facing him looked like a relatively ordinary devil. She appeared to be in her late teens, just like everyone else in the room, with long light-blonde hair and distinct pink eyes. Her outfit consisted of a beautifully decorated blue robe which gave her an aura of respectability which befitted a noble devil like her.

The goblin-like devil standing opposite her, however, had a completely different appearance and aura. The parts of his body which were visible sported multiple tattoos, mainly on his face. His green hair stood on its end and matched the colour of his eyes. He wore a yellow with black stripes, open-flared collar jacket and black trousers.

Whilst his opponent gave off an aura of respectability and refinement that, somehow, reminded Ben of Sona, he gave off a strong aura reminiscent of a delinquent.

As they entered the room proper, they were able to make out the argument the two devils were having.

"Zephyrdor, are you incapable of starting a fight, even in a place like this? Is it your wish to be destroyed? If it is then I won't hesitate to do so. I doubt I'd even be blamed by the higher ups if I did kill you," the young woman stated coolly, maintaining her composure.

"It's no wonder you're still a virgin, bitch, if you treat all guys off like that! That's why I'm giving you this generous offer to perform a 'virgin purgin' service on you. you're all alike, unwed women of Devil King families – unbearable stuck-ups and virgins! You should be grateful I'm offering to give you a private 'opening ceremony' for you!" Zephyrdor retorted with a sneer.

"Well he's charming," Ben muttered from beside Rias as he watched the two devils face each other off.

Sairaorg appeared on Ben's other side and nodded his head slightly at his comment.

"This is what happens when you gather to many hot-heads together in one place. It's bad enough doing that with normal hot-heads but when you do it to hot-heads who also happen to be the heirs of their respective families, this is what you get," he explained with a sigh. "I struggle to fathom why the old devils from the old families and high-class devils assume that this is a good thing. It's so time-consuming."

"I guess I'd better go and break them up. They're really annoying me," Sairaorg declared as he cracked his neck muscles and stepped forward towards the two quarrelling devils.

"Ben, I want you to watch Sairaorg carefully," Rias instructed him under her breath so as to not be overheard.

"Sure. Any particular reason why?" Ben asked as he did as he was told and watched her cousin approach the hot-headed devils.

"Because he's ranked number one amongst young devils. When the time comes that we face him in a Rating Game, we'll have to beat him if I'm ever to take that title from him."

Even though he could feel power coming off of him, Ben had no idea that Sairaorg was considered the strongest amongst the young devils and he stared at Sairaorg with greater respect than before.

When he got close enough to them, the two devils broke their glares and turned their attention to the newcomer.

"I've grown bored of your bickering, Seekvaira, heiress of the Agares family, and Zephyrdor, problem child of the Glaysa-Labolas family. If you intend to go any further with this then I'll be your opponent. I know this might be hard for you to grasp, but this is your last warning. Your words and actions will determine the next steps I'll take," Sairaorg told them in a threatening tone.

While Seekvaira seemed to understand that Sairaorg wasn't messing around and backed down with a slight nod of her head to signify she understood his words, Zephyrdor didn't follow suit. Instead, he sneered as a vein started to throb on his forehead at Sairaorg's words and his face turned red with anger.

"Like fuck I'll listen to anything Bael trash like you—," Zephyrdor began but never finished his sentence as, quicker than lightning, Sairaorg brought his fist up and punched Zephyrdor in the jaw with such power that it sent him flying through the air until he connected with the opposite wall with a loud 'CRASH!'

Dazed from the sudden blow, Zephyrdor could only groan in pain as he fell from the wall – a Zephyrdor-shaped indent in the wall- and fell into an unconscious heap on the floor.

It seemed that the unconscious Zephyrdor's peerage had more sense than their master as they made no move on Sairaorg even though it was clear in their eyes that they wanted to do just that.

Sairaorg seemed to sense this as he turned towards them and gestured to their fallen master.

"Look after your master. That is your first priority as members of his retinue. The function will be starting soon and it won't do for the heir of the Glaysa-Labolas family to be unconscious during it," he told them simply.

As they rushed towards their fallen master and tried to rouse him from his current state, Sairaorg turned around to face Seekvaira who, while she retained her cool, dignified composure, stiffened ever so slightly at the expression on the Bael heir's face.

"There's still time to put your make-up on again," he told her, noting the distinct signs revealed during her spat with Zephyrdor. "It wouldn't do if you attended the function in your current shape."

"I understand," she replied with a nod of her head before turning away from him and re-joining her peerage who immediately sprang into action to help their mistress prepare for the function.

"An interesting display."

Ben and Rias glanced back to see Sona standing behind them, the entirety of her peerage standing behind her too. Like Ben and the ORC, they were all wearing the familiar Kuoh Academy school uniform.

"Hello, Sona," Rias greeted her childhood friend with a sincere smile as Sona approached them.

As the two of them became lost in their own conversation, Ben felt a hand on his shoulder and, upon looking to the hand's owner, came to find Saji standing next to him.

"Hey there, Tennyson!" he said cheerfully and Ben couldn't help but smile too and return the greeting.

"Hey, Saji. I was just wondering when you would finally turn up."

Saji chuckled and looked at the carnage throughout the room just as the building staff entered the room from a side door and began to repair the extensive damage with their magic. "Can you believe we're actually here, and in such distinguished company?" he said in wonder.

"I know what you mean," Ben said back to him, understanding what he was referring to. They were in the presence of the heirs of the four families which produced the current four Devil Kings as well as the heiress to the Archduke Agares family and the heir to the Great King Bael family.

What a star line-up of influential figures!

' _What the Khaos brigade wouldn't give to destroy everyone in this room,'_ Ben thought to himself with a faint shake of his head. He shouldn't be thinking of stuff like that.

* * *

. . . . .

 _ **A few minutes later**_

"Greetings. I am Seekvaira, the next head of the Agares family."

After the incident between the heirs of the Agares and Glaysa-Labolas families had been cleaned up by the building staff and returned back to how it used to be, the young devils began to interact with each other again and exchanged greetings, though this time without the threat of violence hanging in the air.

Ben now found himself stood behind Rias along with the other members of the ORC while she was sat at a table situated near the back of the room along with Sona of the Sitri family, Sairaorg of the Bael family, and Seekvaira of the Agares family. Each one of the heirs' peerages stood behind their respective master and mistresses, just like Ben and the others, on standby should they be required.

Also sat at the table, though without their peerage there with them, was the young man who had been drinking tea and watching the squabble before from the side-line. Ben had learned, from Saji, that he was the heir of the Astaroth family.

Remembering the facts and information Rias' mother had drilled into him, Ben recalled how Agares held the rank of Archduke which, in turn, acted as the agent to the Devil Kings, carrying out their orders and passing judgement on the lives of other devils should they break any laws.

The organisation of the power structure within Devil society still confused Ben somewhat but he realised it wasn't just going to change to suit something he was familiar with so he would just have to get used to it as quickly as possible.

As these thoughts passed through Ben's head, Rias and the other heirs continued with their formal introductions.

"It's a pleasure to meet you. I'm Rias Gremory, the next head of the Gremory family," Rias announced herself to the Agares heiress.

"And I'm Sona Sitri, the heiress to the Sitri family," Sona added with a formal nod which was returned by the next Agares head.

"I'm honoured to meet you all at last. My name is Diodora Astaroth, the next head of the Astaroth family," the young man from before introduced himself as he drank his tea gracefully.

Ben couldn't put his finger on it. Even though Diodora spoke with a gentle voice, there was something about him that rubbed Ben the wrong way and he couldn't explain it. The Astaroth heir didn't outwardly do anything to raise Ben's suspicions but every fibre in his body was warning him to be cautious of him.

"Zephyrdor's appearance at this gathering has been the cause of much discussion. The Glaysa-Labolas family has been hit hard recently. His older brother met with an unfortunate accident recently and died. Zephyrdor's rise to be the next head of the family has been a shock to many," Sairaorg informed everyone, though his attention was mainly directed towards Rias and Sona who had been in the human world when it happened and he wasn't sure if they had been informed about it yet.

The two of them revealed that they had been made aware of the unforeseen development within the family but, before they could move to discuss it further, a door opened and an employee of the building appeared as everyone's attention was directed towards him.

"Everyone is ready for you. If the young lords and ladies would please follow me."

* * *

. . . . .

The first thing the young devils noticed upon entering the room was the strange atmosphere.

They had emerged in what looked akin to the standing area of a theatre where they were surrounded by multiple levels, each one holding seats which were occupied by distinguished-looking noble devils at each level until, at the very top level of the room, there were four ornately decorated thrones which were occupied by the four Devil Kings – two of which he recognised as Rias' older brother and Sona's older sister, the Devil Kings Lucifer and Leviathan. Rather than her usual magical girl costume, Serafall was wearing a formal suit today.

Ben had to admit that he wasn't fond of the situation he had walked into. From the positioning of the noble devils above them, it felt as though the higher-ups were looking down on them with condescending eyes.

While he stood a few steps back from Rias with the other peerages, the six young heirs were stood in a line looking up at the high-class devils with the dignity that befit them as members of distinguished families. Zephyrdor had recovered from Sairaorg's punch though he now sported an impressive swollen cheek which left a vivid mark on his face.

When directed by one of the noble devils in the upper levels of the room, the six young devils stepped forward one step. Once they had done so, all eyes looked up to Sirzechs who motioned for silence.

Once this was done, he addressed the six young devils before him.

"You six represent the next generation of your esteemed families and each possess outstanding power and skill. as such, this meeting is performed on a regular cycle so as to ascertain the promising young devils within the noble Houses in our society," Sirzechs said, his voice echoing throughout the silent hall.

"It appears they didn't waste any time and have already started to fight each other," an elderly-looking devil said with a solemn voice as he noted Zephyrdor's swollen cheek.

"That's true," a thick-moustached devil conceded sarcastically as he twirled a curl of the thick bush under his nose. "However, as I'm sure most of us would agree that, despite being from such powerful and noble houses, they aren't completely beyond the folly of youth, are they?"

A few noble devils chuckled at this but were quickly silenced as Sirzechs raised his hand for silence once again before continuing.

"As you six are to be the next generation of noble leaders for our people, I hope to have you compete against each other before your formal debuts and increase your power even further."

' _Were these the Rating Games Azazel was talking about while we were in the Underworld?'_ Ben thought to himself.

"You're proposing a set of Rating Games between the six of us?" Seekvaira summarised.

"Something like that. I was actually envisioning something of an exhibition," Sirzechs clarified. "I'm hoping to invite representatives from both Heaven and the Fallen Angels we can turn these upcoming games into a spectacle to build bridges between our three factions. An incredible step has already been taken to strengthen the new peace between us…." Ben couldn't miss the glance Sirzechs gave him as he said this nor the ones from Serafall and several other devils around the room. Doing his best to avoid their gazes, he kept his gaze squarely on Rias.

"And what about the Khaos Brigade?" Sairaorg asked suddenly, attracting the attention of all the noble devils with his abrupt question.

"I can't say anything now but I'm aiming to keep you young ones out of the fighting for as long as possible," Sirzechs explained calmly.

"Why?" Sairaorg demanded. "We may be young but we're as skilled as any other devil. We can fight."

"I'm not doubting your courage nor your skills. Far from it. Should any one of you perish in combat, it would be an immeasurable loss to the Devil world. In that sense, you all are more of a treasure than you can ever realise. We want you to experience the important things in life before its marred by battle. We lost so much in the last war, over half of our population from the war and civil war. We are still recovering from these losses. Every one of you must be protected at all costs. If we lost even one of you, the loss would be terrible.

"I…understand," Sairaorg relented with a small nod of the head.

The six of you must understand this. We see the hopes and dreams of our species in you young ones. We hope for a bright future with you, and so we wish to hear your goals for the future.

Sairaorg was the first to respond.

"My dream is to become a Devil King," he declared firmly, ignoring the quiet murmurs from the higher-ups around the room.

"A Great King family has never produced a Devil King before. This is highly unprecedented," a noble devil just one level down from the four Devil Kings commented.

"Once I prove to the people that I'm the only worthy candidate, I have no doubt that it'll happen.

 _ **[You have to admire the young man's confidence,]**_ Ddraig muttered in Ben's mind and Ben found himself agreeing with the crimson dragon.

"An admirable goal to strive for," Sirzechs said before turning his gaze towards Rias. "And what about you, Rias? What's your goal?"

"My goal is to live on to become the next head of the Gremory Household, and to become the highest ranked Rating Game player in the Underworld," Rias declared proudly.

' _So that's Rias' goal, huh?'_ Ben thought, hearing Rias' goal for the first time just like the rest of her peerage. He would gladly help Rias achieve her dream, and he knew full well that everyone else in the ORC would gladly do the same thing.

The other young heirs also stated their goals and aspirations for the future until all that was left was Sona.

"And you, Sona Sitri," Sirzechs said, turning towards the Sitri heiress standing at the end of the line. "What is your goal?"

Sona didn't answer the Devil King immediately. After a few seconds of silence….

"My wish is to establish a Rating Game school in the Devil realm," she announced loudly and with conviction.

Ben felt nothing but admiration for Sona's goal. He assumed she must have gotten the idea from her time in Kuoh.

However, while Ben could find nothing wrong with Sona's plan, the same couldn't be said for the higher-ups in the room who raised their eyebrows at Sona's statement and muttered amongst each other.

The only ones who remained silent were the four Devil Kings.

"If you're talking about schools where you can learn about Rating Games then there are already facilities like that," one noble devil pointed out with confusion on his face.

"Those schools only accept high-class devils and other small, privileged portions of the population. I want to build a school where low-class and reincarnated devils can attend without discrimination.

The noble devils throughout the hall suddenly burst into laughter at Sona's statement.

"What an absurd notion!"

"Preposterous!"

"You're just a little girl with stupid dreams!"

"It's a good thing we were able to hear this before your debut, Lady Sitri."

Confused by the raucous laughter from the higher-ups, Ben leant towards Saji who was stood next to him and asked what was so funny about Sona's dream.

"Even though the Underworld has changed so much in the millennia since the current Devil Kings took over, discrimination between the high-class devils and the low-class and reincarnated devils is still running strong. There are still a lot of powerful people who believe that it's natural and should be upheld," Saji explained with a strained voice, disgruntled by the way the higher-ups were treating his master.

Riser Phenex suddenly sprang into Ben's mind and he understood exactly what Saji was talking about. He had never seen any form of discrimination or hostility when he was with Rias' family…but then again, he recalled being told how the Gremory family was famous throughout the Underworld for their affection towards their servants, even for the demons who work for them.

"I'm completely serious," Sona declared, unfazed by the dismissal from the higher-ups above her.

"Sona Sitri, if a low-born or reincarnated devil has the aptitude to participate in the Rating Games then it is the duty of their master to recognise that potential and act upon it. The Underworld may have experienced great reforms but it simply wouldn't do to educate the rabble like you're suggesting," a stuffy Archduke stated, unable to remain silent any longer.

This was apparently the last straw for Serafall who couldn't keep silent as her little sister was mocked.

"Oh yeah?! Well, in that case, what if my little Sona is spectacular in the games? You won't have any complaints then, will you? Those who prove themselves during the games get all sorts of requests granted so Sona's wish isn't completely out of the question!" Serafall bellowed, stunning everyone by her sudden outburst and pissed off mood.

"To me it looks like all you old geezers are just here to bully my sweet Sona! I've only got so much patience, you know. If you fossils keep this up, I'll start doing some bullying of my own," she added dangerously, causing the devil lords to fall silent as they felt her glare fall on them.

Sona hid her face with embarrassment at her older sister's actions. Ben couldn't help but smile as he recalled how Sona and Rias' older siblings became overly affectionate for them, greatly embarrassing them greatly whenever they did so.

"In that case, this is the perfect opportunity for a game between these young ones," Sirzechs announced, redirecting attention back to where it used to be.

"How about we start things off with a game between the two of you?" the Devil King suggested, gesturing towards Rias and Sona with a small smile on his face.

"!" Rias and Sona blinked in surprise at Sirzechs' suggestion and stared at each other.

So, the first match between the young devils was to be against the two groups which attend Kuoh Academy?

"With that decided, the details for the match will be revealed at a later date. Until then, you may divide up your time and train yourselves until then."

With Sirzechs' declaration, the Rating Game between Rias Gremory and Sona Sitri was formerly announced and the gathering came to an end.

* * *

. . . . .

 _ **Back at the Gremory manor**_

"So, your first match will be against the Sitri group? A showdown between the devil groups of Kuoh Academy," Azazel stated after being told what had happened during the gathering. After returning from the city, they had all gathered in the huge living room and given the Governor-General an account of the meeting.

"Right, I've been told the date of the match and I have twenty days to train you guys as much as possible before your showdown. I have a training plan for each of you already prepared to start tomorrow morning. I've carefully tailored a regime for each and every one of you, each one designed specifically to your individual needs," Azazel announced to them with a clap of his hands. "I want all of you to gather in the garden tomorrow morning where I will give each of you our training regimes. Be ready."

He was met by a series of nods and murmurs of agreement by the assembled devils but he didn't decide to comment on it. He'd wake them up with the special training he had in store for them.

They were interrupted when Grayfia entered the room and bowed to its occupants.

"The Hot springs have been prepared for you and your companions, my lady," the silver-haired maid announced in a professional manner.

* * *

. . . . .

Several minutes later and Ben found himself slowly melting in the relaxing hot spring bath he was sitting in. Unlike the baths they were in after their fight with Tannin, this hot spring separated the two sections with a simple wall. Also, unlike last time, Ben was able to get Gasper into the bath without any real issue. He still whined when he entered the pool with other people in it, but when Ben reminded him what he did to get the dhampir into the bath last time, Gasper was remarkably compliant and didn't offer much resistance.

"Ahh. I gotta admit it, you Devils sure know how to do hot springs right," Azazel sighed from his spot in the huge spring.

"The Gremory family is known to boast some of the best springs in the Devil Realm," Kiba stated as he lowered himself into the warm water.

"You guys anxious about your upcoming fight with the Sitri group?" the Fallen Angel asked them after a few moments of silence.

"Not particularly," Ben replied offhandedly as he felt his aching muscles loosen up in the healing water. "We've been through a lot already and, if I know anything about you, you're not going to go easy on us with our training."

"You got that right, kid," Azazel chuckled with a small salute with his middle and index fingers.

Their conversation was brought to a sudden stop when their enhanced hearing picked up the voices from the other side of the wall separating them from the women's side of the springs.

[Oooh, Rias. Have your breasts grow even larger again?] the unmistakable voice of Akeno called out.

[Have they really? H-hey, Akeno! Your touching me in a dirty manner! Moreover, haven't your breasts grown larger than mine?] Rias' voice spoke up in response.

[You might be right. However, I believe that a woman becomes bolder when she has someone she wants to show them to.]

[This again? I won't tell you again, Akeno. Stay away from my Ben. I don't like you stimulating him so much.]

[Ara. I can't help it if Ben can't get enough of my girls. You shouldn't worry about it though, Ben's capable of handling more than one of us.]

Their conversation was joined by Asia's meek voice from another section of the spring.

[I'm envious of you two. Mine aren't nearly as big as yours.]

[I wouldn't worry about that, Asia,] Xenovia's voice spoke out. [Rather, haven't yours grown bigger from before?]

[You think so? I haven't really noticed a change.]

[I've heard that you can help them grow if you fondle them regularly like this….]

The sound of splashing water could be heard from the other side of the wall along with Asia's embarrassed cries.

[Eek! S-Stop it, Xenovia!]

Ben didn't know when but he found himself listening to the girls' conversation intently.

"That reminds me. How far have you gone with those girls?" Azazel asked with a sly smile.

"That's something I'll never tell you, Zazel," Ben retorted firmly, using his nickname for the Governor-General to get his point across.

"You don't need to be so crass, kid. I promised you that I'd teach you about women, didn't I?"

"You did, but I don't remember agreeing to that."

"So, you're not going to take a peek then?"

Ben looked at the large wall separating him from the voluptuous young women on the other side. Despite his initial dismissal of the idea, he found himself drawn to the idea. He found himself going through various ideas as to how to go about peeking on them bathing. The most logical plan he came up with was using his devil wings to peek over the wall.

He sighed and turned back to Azazel.

"It's tempting, it's certainly tempting. However, you underestimate how Koneko would react if she caught me peeping on her."

"What kind of cowardly talk is that? If you're a real man then you take any opportunity you can and do it with a bang!" the Governor-General declared proudly as he stood up and, in one quick motion, took hold of Ben's right arm and shoulder and launched him high into the air, in the direction of the large wall separating the two sides.

"Azazel! You bastaaaaaaaaarrrrrrrrrrddddd!" Ben yelled as he cleared the high wall before splash-landing in the hot water, dazing him in the process.

"You can thank me later, kid!" Azazel shouted back from the other side of the wall.

"Azazel, you son of a bitch," Ben groaned as he brought his face up out of the water and ran his hand down his sore face.

"My, how bold of you to enter the bath of us innocent maidens," Akeno's sultry voice called out as she pressed herself against his muscular back and wrapped her arms around his waist to pull herself closer to him, her large breasts squashing against him.

"You are many things, Akeno, but you certainly aren't an innocent maiden," Ben retorted, turning his head as far as he could to face Akeno who moaned at his comment.

"You make me feel so tingly when you scold me," she groaned with pleasure and tightened her grip on him.

"Hey! Get away from my Ben!" Rias exclaimed as she pressed her own body against his chest and glaring at Akeno fiercely as she began trying to snatch Ben out of the clutches of Akeno though the raven-haired beauty was having none of it and refused to let go of him.

"No way! I've been wanting to enjoy a trip to the hot springs with Ben for ages. I'm already starting to feel hot all over. Ben's body just feels sooooo good, I can't get enough of him," Akeno retorted fiercely as she retained her hold of Ben.

"I demand you stop that at once! It's because of me that embracing Ben feels so good! It's because of me that it feels so good when he touches you! Everything, from the hair on his head to his warm embrace, belongs to me and only me." Rias took a sharp intake of breath as Ben placed his hand on her bare waist. "Hah! You're touch feels so good, Ben! I can't get enough of it!"

Ben couldn't help it when he felt his heartbeat quicken as Rias' breath grew heavy from his touch.

Watching the three of them from the side-line, Asia whined at how touchy-feely Akeno and Rias had become with Ben and found herself extremely jealous of the two young women as they embraced him.

"Hhhhnnn! I want to enjoy the hot spring with Ben too," she whined cutely.

"As I thought. It'll be all but impossible to snatch Ben away from those two as they are now," Xenovia mused to herself. "I have no choice but to watch from afar for now."

As Akeno and Rias continued to argue with each other over who should get to feel Ben's wonderful embrace, Ben spotted Koneko sat on the side of the pool, her arms wrapped around her legs which she had pulled up to her chest. She appeared to be in her own world, not appearing to have noticed Ben's sudden arrival at all.

' _What is going on with her?'_ Ben thought to himself as he recalled how strangely the white-haired rook had been acting.

He was determined to find out exactly what was going on with Koneko while they were in the Underworld and do everything he could to help her.

* * *

. . . . .

As instructed, the next day saw every member of the ORC gathered in front of the humongous Gremory garden. All of them wore training jerseys supplied by Rias for the duration of the training and were currently waiting for Azazel to give them their special regimes for the training camp, the upcoming match with Sona only made them all the more anxious to begin raising their power.

"Good morning, everyone," Azazel said in greetings as he stood in front of them. "Let me begin, gristly, by telling you that this training camp has been designed to help you focus on the immediate future, namely your upcoming fighting exhibition. Some of you will produce results from your regime whereas there are others who will have to look at things in the long run. However, I promise each and every one of you that I will help you young people grow in power. Any questions?"

When he received nothing but silence from his students, the Fallen Angel began to walk up and down the line.

"Right then. Miss Gremory, let' start with you," he stated, coming to a stop in front of the red-haired heiress.

"From the very beginning, you are a high-spec devil who has been bestowed with everything: extraordinary talent, physical ability and immense magical power and potential. Even without any help from me, those traits will only grow and develop you into a candidate for the highest-grade devil rank available when you reach adulthood. However, you wish to become stronger than this, don't you?"

Rias nodded her head firmly at his question. Azazel nodded his head and continued, producing a sheet of paper which he proceeded to present to her.

"In that case, I want you to follow the instructions on this to the letter, even all the way up to the day of the match, got it?"

Rias looked at the piece of paper she had been given and examined it closely, her head tilting in confusion as she reached the end.

"…this training doesn't appear to be anything special. Are you sure this is correct?" she asked, looking up at the Governor-General with a confused look on her face.

"Yes, I'm sure. All you really need is a basic training method. You already have all the skills and abilities you will ever need. The only way to improve them is through basic training and practice. The only issue you need to rectify is something I've found most Kings in the Devil Realm lack. A king doesn't always need to be strong to be an effective one; sometimes they need brains instead of brawn. What I want you to do is learn to be a more effective king. Learn all you can about the Rating Games, from documented images of past games to data about those games. The most important traits of a good king are good judgement, confidence, and the correct knowledge to overcome any obstacle they encounter. It is your job to ensure your peerage can bring out the best of their abilities to the fullest."

"Just remember," he added. "Just like on a real battlefield, you won't know what the Rating Game will be until the actual game. This also helps to separate the good kings from the bad."

As Rias nodded her head solemnly in understanding, Azazel moved on until he came to a stop in front of Akeno.

"Next is you, Akeno."

Ben couldn't put his finger on it but whenever Akeno was in the same room as him, she would always look sullen when staring at the Fallen Angel. Ben believed that it must relate, in some way, to her hatred for her father. Did that same hatred extend to fallen angels in general?

"There's no other way to say this so I'll just get on with it. You need to accept the blood that flows through your veins," Azazel stated bluntly, ignoring the piercing stare that Akeno gave him.

"I've looked over the recordings of your battle with Riser Phenex. What the hell was going on with you? with your current specs, you should have been able to walk over that brat's Queen without an issue. Why didn't you use you Fallen Angel powers? By denying your own heritage and potential you can never create true lightning, only that imitation stuff you make at the moment. True lightning can't be created without adding Light into the mix."

Ben had to agree with Azazel's assessment. As she had the blood of a Fallen Angel pumping through her veins, Akeno had the unique ability of being a Devil and harnessing the power of Light. However, for some reason known only to her, she refused to acknowledge that side of her and restricted her true potential.

"I can do just fine without having to resort to that side of me," Akeno declared with a sullen expression.

"You're a fool to deny yourself. All we have, in the very end, to rely on is our body, right? Denying your whole being makes you weak. If you're weak then you bring down the rest of the peerage.

Not waiting for a reply from her, not that he expected her to give one, Azazel moved on along the line until he reached the blond-haired knight, Kiba.

"For your training, Kiba. I want you to maintain your Balance Breaker state for a full day at the very least. If you can manage that during this training session then you'll be able to do it in an actual battle. Once you have succeeded in doing this, I believe you'll be able to become sufficiently strong by carrying out basic training like Rias. I, myself, will teach the intricacies of sword-type Sacred Gears at some point during your training."

He made to move on but stopped as a thought came to his mind.

"Will you be training your swordsmanship under your old teacher again?" he asked Kiba with interest.

"Yes, I plan to start from scratch again," Kiba replied with a slight nod of his head.

Azazel nodded his head and moved on.

"On to you, Xenovia. For your training, you need to be able to master Durandal's power; your current power is fickle and not much to brag about despite possessing such a powerful Holy sword. You need to learn to handle its power and wield it without difficulty.

"And the next devil on my list is…."

"Eek!" Gasper gulped as he shirked away from Azazel and took up his usual hiding spot behind Ben.

"This is exactly what's holding you back, little dhampir. You have been bestowed with such substantial gifts, and yet you waste them. Your vampiric blood along with your Forbidden Balor View give you such an advantage over others yet your fear holds you back. What I want for you to do is try and overcome that fear of yours, in doing so you can then move on to develop your skills and magic potential," Azazel informed him sternly, determined to ensure Gasper overcame his fear.

"I-I'll do my best, sir!" Gasper cried, shaking as he said this.

Next up is you, Asia," Azazel said to the blonde-haired ex-nun.

"Y-Yes?" Asia replied, taken by surprise at suddenly being the centre of attention.

"Your Sacred Gear's power resides solely in healing others, offering nothing in terms of offensive power, not that that's bad. There is more than enough power within your peerage and the unlimited potential your Sacred Gear is more than enough. For your training, I want you to improve your body and magical potential with basic training. While you're doing this, your main task will be to strengthen your Sacred Gear."

"What could Asia's Gear possibly do?" Ben asked with confusion. "She can already heal anyone of anything, can't she?"

"That's true," Azazel conceded. "It's true that her power is already impressive. However, there still remains the problem of the requirement of her needing to physically touch her target to heal them. Her power isn't really useful when she needs to heal someone from a distance."

"She can learn to do that?" Ben asked with amazement at the prospect of Asia being able to heal others from a distance.

"Potentially, yes. I may not have understood the significance of the history behind your Gear when I was researching it, but knowing it now has only made me all the more determined to learn what I can about it. From what I have learned, I believe its potential can lead to its wielder healing anyone from a distance, an incalculable boon during a battle as it will mean that Asia will be kept away from the fighting."

"Other results of my research on Twilight Healing also found that it is possible for the Gear to heal all allies within the wielder's surroundings, as well as healing complex organs such as the mind, the most complicated organ in any sentient species," the Governor-General added, much to the interest and amazement of the gathered devils.

"The only issue that I have discovered about the Sacred Gear is that it relies on its wielder to differentiate between allies and enemies. This wouldn't be much of an issue for most wielders…but I'm worried about Asia's nature."

"What do you mean?" Rias asked with confusion. Ben already had an idea what had Azazel worried and he had the same thought when Azazel mentioned Asia's nature.

"To put it simply…she's too kind," Azazel explained to the Gremory heiress. "Should she see an injured foe on the battlefield, I believe Asia's large heart would compel her to heal. Learning to enlarge her healing range could prove to be a double-edged sword for your team, but I would like her to eventually learn the skill anyway just in case. For now, though, I'd like for her to concentrate on learning to heal someone from a distance. It'll be less powerful than if she was physically touching her target but it will allow her to play a more active role in battle."

"Y-Yes sir! I'll do my best!" Asia declared.

Azazel gave her a small smile before moving on.

"Miss Toujou," he said, coming to a stop in front of her.

Koneko looked up at Azazel with a blank expression as the Governor-General turned his attention towards her.

"What," she asked in her usual neutral tone.

"Your rook piece granted you incredible offensive and defensive capabilities. By all accounts, the only ones who should beat you in terms of offensive power should be Rias and Akeno due to their king and queen pieces. Unfortunately, though, that's not the case now, is it?" he stated knowingly.

"I know," Koneko begrudgingly relented, lowering her head in frustration.

' _Is this why Koneko has been acting so strangely lately?'_ Ben wondered as he glanced at Koneko out of the corner of his eye. He was aware of Koneko's secret and wouldn't reveal it as he believed that it was Koneko's secret to tell whoever she wanted.

"At the moment, the members within Rias' group with the greatest offensive are Ben, Kiba and Xenovia. With the two knights, their offensive power comes from Kiba's immensely powerful demonic holy sword and Xenovia's Holy sword Durandal, and Ben's power obviously comes from Azmuth's Sacred Gear which is still a mystery to everyone."

"But do not let this discourage you. If you truly want to overcome this barrier in your development then you have to stop playing cat and mouse with your identity, exactly the same with Akeno. If you can truly accept yourself – every part of yourself – then you will be able to grow without limit."

Koneko's gaze shot up at Azazel's speech but said nothing in response to it. The previous enthusiasm she had at the start of the day seemed to have fled her at the mention of her accepting her true identity.

' _Just what is going on with you, Koneko?'_ Ben thought with concern. Was there something particular about her secret that made her hesitant to increase her power?

"And finally, we have you, kid," the Fallen Angel stated as he turned his attention towards Ben. He looked down at his watch before handing Ben's training regime to him. "I had a little trouble deciding what I wanted you to do for this training camp but I eventually decided what I wanted you to achieve while you're here. Your instructor should be here any moment…."

He stopped talking at the sound of heavy flapping above them. They all looked up as a large shadow appeared in front of the Underworld sun and grew larger as the mysterious object approached them.

Ben quickly recognised the large object as it landed in the Gremory grounds before them with a dull 'THUD' and furled his huge wings behind his back.

It was Tannin!

"Just in time. Thanks again for doing this, big guy," Azazel shouted up at the huge dragon.

"Don't mention it. I consider it an honour and a duty to help train the wielder of the All-Father's Sacred Gear. It will also be a unique opportunity to teach the one who wields Ddraig too," Tannin stated with a slight nod of his head.

 **[Looking forward to it,]** Ddraig barked in response.

 **[I admit that I'm curious to see what you can do,]** Azmuth admitted reluctantly.

"I've got a unique training regime set up for you," Azazel revealed with a smirk which didn't fill Ben with confidence.

"Why do I get the feeling I'm not going to like this?" Ben groaned as he looked up at the large, purple dragon.

The purple dragon in question's stomach rumbled as he chuckled heartily at Ben's statement. This did even less for Ben's confidence.

" _I'm going to regret this, aren't I?"_ Ben muttered to his draconic companions within his head.

 _ **[Stop whining,]**_ Azmuth chided while Ddraig chuckled in the recesses of Ben's mind.

Azazel turned to look up at the huge dragon.

"Alright, big guy. You've got twenty days to help train Ben. In twenty days, I want you to strengthen his body and mind through rigorous training. As well as this, I expect him to strengthen both his Sacred Gears and reach Balance Breaker with at least one of his demonic forms. Sound good?"

"Sounds good," Tannin growled in response and bent down, extending his clawed hand out and delicately picking up Ben by the back of his jersey.

"Good to hear. One more thing, Ben…," Azazel called up to the young devil rapidly rising into the air.

"Yeah?" Ben cried back at the Fallen Angel.

"Do your best out there. Remember…if you survive, that's a bonus you should be proud of."

"Fuck you, Azazel!" Ben bellowed back at the laughing Azazel as Tannin unfurled his wings and took off, out of the Gremory gardens, and flew out into the wilderness.

* * *

. . . . .

* * *

 _ **Demonomicum extract:**_

 _(As written by Duke Zacharias Gremory – First duke of the House of Gremory)_

 _The Underworld_

 _Despite being the home of Devils for millennia, even before the Fallen Angels arrived to carve out territory of their own to call home, very little is actually known about the Underworld apart from the dangers which exist within it in the form of the demons which inhabit it. Many secrets of the Underworld are hidden and only revealed by those curious or unfortunate enough to discover them._

 _One secret, known only to a very select few noble Devil families, reveals that, despite what many have been led to believe, the original Devil, Lucifer did not actually create the Underworld when he fell from Heaven, only use his power to alter it to suit the needs of his future kingdom._

 _This merely raises an impossible question to answer: If Lucifer didn't create the Underworld, then who…or what did?_

 _It is the belief of myself and my family that the answer to this question and the many secrets within the Underworld reside within the original inhabitants of this land. Therefore, I shall undertake this great quest and strive to answer the many mysteries surrounding our new home…._

* * *

. . . . .

* * *

 **. . . . . . . . . . . . . . . . . . . . . . . . .**

 **A/N: Annnnnnnnd we're done!**

 **First off, I'll talk about the last bit of this chapter (the Demonomicum extract above).**

 **Because I loved the detail and effort ACogintheSystem put into helping me come up with backstories for the different alien-turned-devil forms for my story that I want to make sure you all know about them. Therefore, for the foreseeable future of this story (or until I run out of them), I plan to finish each chapter with a little extract about each of the different forms and how they fit into the Underworld.**

 **I hope you like it!**

 **I know I put in another bath scene and I know some of you may be asking why but I couldn't find it within me to just remove it entirely.**

 **Moving on, the glove has been thrown; the first match has been decided. Rias v Sona! ORC v Student council! Friend v friend! You get the idea. I decided to write about the fight because it was completely skipped over in the anime and I wanted to see their fight and how it would go with Ben instead of Issei.**

 **As I said in the above Author's note, I'm working on a fountain of youth filler arc (so please don't pester me anymore!) and plan to release it after the fight between Rias and Sona, and just before the start of the Juggernaut arc so stay tuned until then. It'll be a nice concoction between Ben 10 canon and a little DxD spice thrown into it!**

 **. . . . .**

 **Reviews**

 **Nivek Beldo** **: Thanks for your review, as usual. I'm glad you're still enjoying my story after all this time.**

 **I'm glad you liked my change to the Galvans. They played a big part in the cartoon and acted as the big wigs in it. I didn't want this for my story so I made their background a bit bleaker. Also, the change I made to Upgrade came with the unique world it exists in. Unlike the world of Ben 10 where everything is scientific and magic plays a minor role, my world is obviously different and change was needed to comply with that.**

 **I've things planned for the next chapter with Ben's training with Tannin. All I'll say right now is that he won't go easy on him.**

 **In regard to the Vulpimancer. I plan to give a more detailed background for it with my Demonomicum extracts over the next chapters. Essentially though, Ben's Vulpimancer form is pure whilst the DNA of the wild ones have been corrupted and mutated from the damage inflicted during the Great War between the three factions as well as various wars between the different demon clans and factions throughout the Underworld.**

 **I've already come up with several ideas on how to use the Mr Hyde formula within my story but, sadly it won't be for a while yet so I hope you continue to stick with my story until then.**

 **Ultimatrix bearer** **: I'll admit that I was inspired by the entrapment arc. It will have some similarities to it, though that's just because Ultimate 10 is such a good writer, but I promise that it will be different for my story. I'm working on it every now and then so I hope that it'll be epic enough for you.**

 **P.S. I'll admit that I was a little disappointed with the ending. It left so many questions unanswered but I will say that Erza's 'meteor-exploding' move was a bit too much for me to accept.**

 **OechsnerC** **: I'm glad you're enjoying the story.**

 **P.S. love your cover image.**

 **MikeX713** **: Thanks for the review. I'm glad you like how my story has progressed over its course. I understand that you might not like the whole 'girls fighting over Ben' thing but the majority of people seem to like it (I haven't had any other request to change it) and, to be perfectly honest, it is a pretty big part of harem stories like this.**

 **However, if enough people want me to change it, I'll see what I can do.**

 **In regard to your request for more originality. I have plans for original arcs in the future but, for now, I'll do my best to add more of my own work into it.**

 **E-BLOK5290** **: Thanks for the review as well as the suggestion. I'll keep it in mind for the future.**

 **. . . . .**

 **I'd like to give another large thank you to everyone for reading my story and I hope to hear more of your reviews for this chapter.**

 **Don't forget to leave a review.**

 **Until next time, see ya!**


	27. How to train your Dragon All-father

**A/N: Happy New Year everyone!**

 **I hope you all had a good Christmas.**

 **I originally intended to release this chapter on Christmas day as my gift to you all but, for reasons I'll explain at the end of this chapter, I was unable to update it. It's because of this reason that I'll be taking a short break from writing for a bit.**

 **With that in mind, I give you my latest chapter, and my first one for 2018!**

 **. . . . . . . . . . . . . . . . . . . .**

BOOOOOOOOOMMM!

"Fuuuuuuuuuck!" Ben bellowed as his XLR8 form was launched backwards from the large explosion which detonated in front of him, sending him soaring through the air where he landed on the face of a large rock which knocked the wind out of him. He groaned in pain as he slowly slid down the rock and fell onto his hands and knees.

"I don't remember signing on for this!" he grumbled as he wiped the soot off the black visor covering his face before sliding it open to reveal his blue-skinned face where he proceeded to wipe the sweat which had developed over the course of the day where it seemed like he had been running non-stop.

When he looked back on today's training and then up at the darkening sky, he quickly realised that he _had_ been running all day.

 **[Stop complaining,]** Ddraig chided him as he picked himself off the floor and moved his limbs to loosen them again, groaning at the dull ache in his lithe limbs. His aerodynamic frame may aid him when it comes to running at great speeds that would give Kiba and Xenovia a run for their money, despite them being knights. However, this had the downside of being physically weaker than most of his other forms in a fight.

It was the first thing he had learnt when he had turned into this form for his training with Tannin; it's not a form suited for fighting.

 **[You realise that Tannin is going extraordinarily easy on you, don't you?]** Azmuth added in his usual stern and judgmental tone.

"Yeah, yeah. I know. He's perfect and I'm not," Ben mumbled under his breath.

Speaking of Tannin, the huge, Satan-class dragon-turned devil landed in the clearing he had launched Ben into with a dull 'thud' and gust of wind as he furled his scaly wings behind his back.

"Disappointing," the gigantic dragon stated as he crossed his muscular arms over his chest and looked down at his student's minuscule form.

"Hey, I'm doing better than this morning," Ben retorted as he reverted back to his normal form with a flash of light and sat down on a nearby boulder which protruded out of the ground. He scratched the back of his neck with his left hand which had reverted back into its draconic form. Due to the combination of the time they had been training, the extended length of time he had been with a being more powerful than him, and the lack of either Rias or Akeno to draw the draconic energy out of his arm.

" _ **You realise you only make them more addicted to the draconic energy, don't you? I think it's unfair how you contribute to their addiction and cloud their minds. Cruel, even."**_

Ben pressed his hand to his forehead as the voice echoed throughout his head but ignored it as the pain began to recede as it always did.

"Yes, I suppose you are better than you were this morning…," Tannin conceded before turning stern again. "…But a polished shit is still a shit."

Ben winced at his trainer's choice of phrase.

"You are still too slow. A Kineceleran is much faster than that, even the younglings would give you a close race. The single, most important trait a Kineceleran possesses is their speed. Even I would struggle to catch an elder Kineceleran when they reach full speed."

"I know, I know," Ben groaned as he popped his neck with his hand.

"Have you ever heard of the Trial of lightning?" Tannin asked, changing the subject from stern feedback to teaching mode.

"Yeah, I've heard of it," Ben replied, recalling the brief yet detailed lecture he received on the subject of Kineceleran by Rias' mother. It considered the single most important event for Kineceleran. It was the rite of passage that every young Kineceleran had to go through in order to earn their 'wheels' and be regarded as an adult. While they weren't literal wheels, they were magical orbs which Kineceleran fused to their feet to allow them to reach speeds which gave them the, undisputed, title of "fastest species in the Underworld".

"While you didn't go through the trial, you still possess the speed-enhancing orbs on your feet so you are, for lack of a better phrase, "learning to run before you can walk". For a former human-turned devil, I guess you can't be completely faulted for your slow rate of progress…though you still share some of the fault."

The clearing fell silent for a few seconds before being broken by the ancient dragon dwelling within Ben's left arm.

 **[So, what are your thoughts on his training so far?]** the emerald dragon asked.

"Well, the obvious thing is that he hasn't been able to reach Balance Breaker with any of his forms yet," Tannin started as he looked back over the rigorous training he had subjected Ben to over the last ten days since they started. "As to the progress he's made of the forms themselves; his Tetramand form is still weak compared to true Tetramands, he needs to not rely on the intangibility of his Necrofriggian form so much – that just leads to defeat due to lack of adaptability within a fight."

"What about Humongosaur? Surely I've improved with him?" Ben asked as he strained his neck looking up at the towering form that was Tannin.

"Hmm. I'll admit that you have grown stronger with your Vaxasaurian form since we started," Tannin admitted begrudgingly. "However, you still pale in comparison to the real thing. A Vaxasaurian's strength directly correlates to their size and you can barely reach the same size as me. A Vaxasaurian elder can reach sizes of sixty feet or more in rare cases; it might not seem like much of a difference when you already reach fifty feet but, trust me when I say it does matter. If you found yourself in a fight with an elder then you should be prepared to lose at your current level."

"Is there anything positive you can say?" Ben muttered dejectedly. That last thing he needed right now was _another_ dragon which seemed to find the flaw in everything he did. He got enough of that from Azmuth! At least Ddraig was friendly most of the time, only heckling him when he really messed up.

Tannin stroked his scaly chin as he thought about Ben's question. "Well…, I can't find any flaw in your Pyronite form at the moment," he admitted as he looked back on their last few days of rigorous training.

"Really?" Ben asked, looking up at the towering purple-scaled dragon.

"Yes. You have a solid grasp on its abilities; you have no difficulty combining your Pyronite powers and taking to flight nor do you appear to have difficulty in creating balls of fire of varying degrees of size and intensity. From my limited knowledge of their society, I believe you'd be able to pass yourself off as the genuine thing."

"Well, at least this training hasn't been a total waste then," Ben muttered as he leant back against the cliff face behind him.

"Trust me kid when I say that, by the time I'm done with you, you'll accomplish everything you set out to do," Tannin stated firmly, a small smile cracking the lines of his, ordinarily, stoic features.

"Maybe if you eased up a bit on the training. What you've been doing so far feels less like training and more like actively trying to kill me," Ben retorted with a groan.

Tannin actually chuckled at this, a deep rumbling originating from the depths of his stomach. "I was given permission from miss Gremory to do my very best, don't you recall?"

"Urgh, yes, I remember," Ben admitted with a sigh.

Back when they were given their training regimes, when Tannin and picked Ben up with his claws and started to take off into the air, Rias had called up to the dragon hovering above her and gave Tannin her permission to do anything he wanted to help train Ben, no matter how extreme it was.

While that may have surprised him if it was said by any of the others – except perhaps Akeno (though she would have wanted to do it herself) – it didn't exactly shock Ben. He still remembered the manner in which she trained him at her family's summer home in the human world when they were preparing for their fight with Riser.

It felt like a lifetime ago since those days now.

"I think we can call it a day here, I doubt you have any more left in you today," Tannin observed.

"I couldn't agree more," Ben grunted as he felt his dull muscles start to ache from their extensive use today.

"You know the way back to camp, right?" Tannin asked. When Ben nodded, he continued.

"In that case, I'll pick you up at the usual time tomorrow to continue training then," Tannin told him as he unfurled his wings and took off into the air with great gusts of wind as his enormous frame rose up into the air and left Ben all alone.

Unable to muster the strength to transform anymore for today, Ben forced himself back onto his feet where he then slowly made his way back down the hill to the makeshift camp which had been his home for the last ten days.

* * *

. . . . .

As well as teaching Ben to better understand the powers and abilities of his transformations, Tannin also gave him some pointers on survival in the wild. While Ben had learned a few things from his Grandpa when he had taken them camping across the states with his cousin, it was never a bad time to learn how to survive without the comforts of modern day life.

As he sat down outside his makeshift tent and watched his dinner cook on the fire he had made, Ben recalled the one invaluable thing that the purple dragon had taught him; how to tell what animals and plants were edible.

Despite being immune to most poisons and venoms thanks to his reincarnated devil body, there was no need to constantly subject himself to eating whatever and suffering for it, no matter how small that may be.

As he snacked on the handful of nuts he had found from the surrounding trees and foliage, Ben looked up at the dark sky and found himself, not for the first time during his training, missing Rias and the others.

It surprised him how much he missed everyone, even though he'd only been gone just over a week. For someone who had never become close with anyone outside of his immediate family, Ben was amazed with how quick Rias and the others had entered his life and quickly become an integral part of it. He couldn't picture his life without any of them anymore. This went so far as to him yearning for their company and counting the days until they were reunited again.

" _ **Do you really want to see them again? Or is it perhaps, you're concerned you might lose your hold on them, freeing them and making you all alone once again?"**_

Ben hissed in pain and clamped his hand to his forehead as a sudden migraine erupted in his head with the voice's arrival. Azmuth and Ddraig had returned to the depths of their Gears for the night and so didn't notice his otherwise bizarre movement.

' _Fuck! What the hell do you want?!'_ Ben thought with a pained expression on his face. This had become a fairly regular thing over the last week. When he was settling in for the night after being stretched to his absolute limits from Tannin's training, the strange voice would suddenly start speaking to him without warning, causing him great pain as it did so.

He had resolved himself to completely ignoring the voice and bearing through the steadily intensifying pain each time it spoke. However, this had become steadily more and more difficult each time and Ben soon found himself talking back to the voice. He had resolved himself to keeping the voice to himself and not telling his draconic companions or his friends about it.

He had several reasons for this decision to keep it to himself yet, for some strange reason, he couldn't remember any of them. The only thing he knew was that it would be really bad if others knew that he was hearing mysterious voices in his head which neither Azmuth nor Ddraig could hear.

" _ **I don't want anything. All I want is for you to know the truth about what you are."**_

' _Why do I find that hard to believe?'_ Ben asked the voice.

" _ **I don't need you to believe me. All I need is for you to hear me; I know you'll come to realise the truth yourself eventually."**_

' _And what truth is that?'_

" _ **The truth about your decision to keep those poor girls close to you, against their better judgement. The overwhelming power you possess thanks to Azmuth has enraptured all of them and made them addicted to you. You must realise what a cruel person you are for doing that."**_

' _I haven't done anything to them! Azmuth told me it doesn't work like that. My power only makes them aware of me and see me in that light, it doesn't cloud their minds nor does it make them addicted to me.'_

" _ **Well, of course he would tell you that. You're ignorant of the way things truly are and will believe anything you're told. I'm only here to help show you the light and unveil the shroud of ignorance around you which lets Azmuth AND Ddraig take advantage of you."**_

" _ **Doesn't it seem strange how quickly all the girls you have met, since becoming a devil, have become attracted to you? Before Azmuth awoke, you were always a loner. There was no way in hell that you'd have so many women attracted to you and fighting over your affection."**_

' _I admit things moved a bit too quickly,' Ben found himself admitting before quickly adding. 'But I know that it had nothing to do with Azmuth or my powers._

" _ **Perhaps you're right, perhaps they truly like you for who you are. If that's the case then, how do you explain Xenovia?"**_

' _What are you talking about?'_ Ben demanded.

" _ **Don't you find it strange how quickly a God-worshipping member of the church like Xenovia renounced all her standards and commitments shortly after meeting you? Not only that but how easily she came to the decision to become a devil and then the revelation that she wants to bear your child."**_

' _She decided that for herself! She was lost after discovering that God was dead! She wanted a new purpose and Rias gave her one as a member of her peerage.'_

" _ **If that's what you want to believe then who am I to change your mind?"**_

' _Just leave me alone!'_ Ben demanded, unable to bear the searing pain in his head any longer.

" _ **Fine, if that's what you want then I'll go. But before I do, I'll leave you with a final thought; didn't Xenovia have a strong distaste for devils, particularly humans who 'abandoned God's light'? What could have possibly changed her mind."**_

With its last words whispered in his mind, the silky-smooth voice disappeared along with the sharp, throbbing pain in Ben's head and silence fell once again.

' _What the fuck is going on with me?'_ he wondered as he rubbed his head soothingly. With the voice's words still going around in his head, despite his desire to ignore them, and his appetite firmly lost, Ben took the cooked fish off the fire and put it to the side for later before heading into his small shelter and falling asleep, the last thoughts in his head dreading what torture Tannin would subject him to in the morning.

* * *

. . . . .

 _ **Two days later**_

Ben was incredibly surprised to find himself being visited during his lunch break by none other than Azazel. As the only time during the day that Tannin allowed him to relax and slightly recover from his training, Ben took this opportunity in both hands. However, as he sat down to eat the lunch he had made for himself (the fish from last night along with some nuts and berries) he was interrupted by the Governor-General suddenly making himself known.

As well as the visit itself, Azazel surprised him further by producing several boxes of food, personally cooked for him by Rias, Asia, and even Akeno.

Needless to say, Ben abandoned the lunch he had made and dug in to their lunches with gusto.

"Shit! I'd almost forgotten what proper food tasted like!" Ben gasped, his mouth full of Rias' cooking.

Azazel chuckled at Ben's reaction to the food.

"I'll admit that I, myself, was curious about Rias' cooking but was made to swear that you got every single bit. That young master of yours can be so cruel," he whined comically, drawling a dull chuckle from Ben's own, food-filled mouth.

Swallowing the delicious food and taking a moment to savour the taste, Ben turned to the Fallen Angel. "How did the girls have time to make this? Were they able to go back to the manor every now and then?"

"I think you must be mistaken about the training camp," Azazel explained with a smirk on his face. "You're the only one who's spending their whole time out in the wilderness. For everyone else, at the end of the day, they return back to the manor and sleep in those remarkably comfortable beds that they have there."

"What?! That's so unfair," Ben moaned, images of Rias and the others sleeping in their soft, comfortable beds while he was sleeping outside in a crap little hut he had made.

"Stop complaining, kid," Azazel retorted and handed him one of the lunchboxes. "Here, Akeno made this for you. you should have seen the sparks coming off her and Rias as they made these lunches. It was amusing to say the least. You look like you could use it, these last few days look like they've already made a difference."

"You could say that," Ben groaned as he looked over his bruised body. Tannin had also made it a point to train Ben's physical body as well as his different forms. Ben hated this particular form of training most of all, mainly because it involved him trying to escape from Tannin who, even though it was a minute portion of his power, did whatever he could to catch Ben.

However, while he did grumble at the numerous 'near-death' experiences he had faced, Ben couldn't argue with the effects of said training. Already, Ben could feel a slight change beyond the dull ache from numerous bruises.

"I've still yet to reach Balance Breaker state though," he added as he finished off Rias and Asia's lunchbox and moved on to Akeno's in earnest.

"If you stick to my training regime, I'm sure you'll be able to do it," Azazel replied confidently before he turned serious. "It's important that you reach that level because, as you are now, you have no chance in hell of beating Valerie in a fight if she were to go all out. The only reason you survived your last fight was surprise by taking Albion's power and creating an entirely new species, and sheer dumb luck.

Ben slowly nodded his head in understanding as he swallowed part of Akeno's delicious rice ball. "Speaking of that fight, there was something I've been meaning to ask you seeing as you're so knowledgeable on Sacred Gears."

"Oh, and what would that be?"

"What was that "Juggernaut" thing that she was talking about? Is there something even more powerful than Balance Breaker?"

"No," Azazel told him firmly. "Balance Breaker is the highest state a Sacred Gear can reach. Period."

"So, what was it she was trying to do? Albion didn't seem to agree with what she was doing."

 **[Because he was protecting his wielder,]** Azmuth suddenly spoke out, silencing bot Ben and Azazel as they listened to him. **[The final form that any Sacred Gear can reach, as Azazel explained, is Balance Breaker. The Juggernaut Drive was an unforeseen consequence of sealing the two Heavenly Dragons within Gears that not even God nor myself could predict though its effect can be catastrophic.]**

"There has never been an instance in the past where a wielder of the Boosted Gear and Divine Dividing has broken the powerful seals placed on them and unleashing the power of the Juggernaut Drive, and for good reason," Azazel explained, adding to Azmuth's previous explanation. "The wielder loses all sense of self and become a mindless monster which consumes the wielder's lifeforce to sustain itself while it destroys everything in its path."

"Then why would anyone ever want to unleash it? Why would Valerie?" Ben asked with confusion.

 **[Because, for the small amount of time they're in that form before their lifeforce is consumed, they possess power greater than that of God's when He was at full strength. Now that you mention it though, Ben, I find myself curious as to why the White Dragon Empress was willing to waste her lifeforce when she still had so much power to use with her Balance Breaker.]**

"I can answer that," Azazel admitted as he scratched the stubble on his chin. "While she was under my tutelage, we discovered that she could potentially tap into the huge amount of magical power she possesses and use that to fuel the Juggernaut Drive instead of her own lifeforce. We never actually tested the theory out though, it was all hypothetical as it wasn't worth the risk to try it out."

"So, the Vanishing Dragon can handle the Juggernaut Drive, huh?" Tannin said, surprising both Ben and Azazel at how he had arrived without either of them sensing him. They both looked up at him as he crossed his scaly arms across his chest. "That is a problem. The risk is certainly great to wield such power, yet so is the draw of wielding that much power."

Ben had to agree with the dragon-turned-devil. Even he couldn't deny the pull of power which passed God Himself was enticing, but he had no desire to risk his life for such a thing. Hell, he hadn't even managed to achieve Balance Breaker without help from others. The first time he had done so, it had cost him his left arm for a mere ten seconds, and the last time was only thanks to Azazel and his bracelet which supplied the power instead of him.

"Hey, now's not the time to be thinking of such things. We came to the Underworld to train, not worry about the battles of the future," Azazel declared abruptly, patting Ben on the back, "Let's talk about something else."

"Like what?" Ben asked suspiciously.

"What are your thoughts on Akeno?" Azazel asked curiously.

Ben sighed and shook his head slightly at Azazel's perseverance.

"Hey, I'm being serious here," Azazel stated, noting Ben's reaction to his question.

Staring at the Governor-General for a few seconds in silence, Ben finally sighed and gave in to his request.

"Akeno is an extremely attractive woman. She's one of the strongest people I know and I enjoy spending time with her. Her little…quirks just make her unique in my eyes," Ben said, answering the question honestly.

"And what about the fact that she's part Fallen Angel and the daughter of one of my closest friends?" Azazel asked innocently yet Ben suspected that this was what he had been building up since he first arrived.

Deciding to humour him, Ben answered the question. "What about it? I don't care about that. I don't hate Fallen Angels, you know? I only hated that bitch, Raynare, for killing me and Asia," Ben muttered, subconsciously moving his hand over his belly where Raynare's Light spear had skewered him.

"And I guess I somewhat tolerate you…and that's just because you've been helping make me get stronger," he added with a smirk.

Azazel chuckled and looked back out at the view they had of the surrounding area from their position on the mountain.

"That's good to hear. I'll admit that I was a bit worried about her; that's one of the reasons I had Baraqiel train her. He's been one of my greatest friends since ancient times."

"Why is Akeno so hostile towards her father?" Ben asked, joining Azazel as he gazed out at the expanse of land which belonged to Rias' family.

"It's not for me to say, sorry. If you want to know, Akeno will need to be the one to tell you…but I believe that I can entrust her to you. she seems to like you for whatever misled reason that may be," Azazel told him, a slight smirk on his face.

"Ha, you're such a comedian."

"I have my moments. Anyway, now that that's settled I can move on to the bigger problem – Koneko," Azazel said, changing the subject.

"What's wrong with her?"

Azazel sighed before continuing. "I guess there's no other way to say it; she collapsed during her training."

"What?!" Ben cried, jumping to his feet and staring at Azazel intently. "Why did she collapse?"

"She was found passed out in the gym early this morning. She's been overexerting herself. She's been doing more than I told her to do with her training regime and simply couldn't cope any longer and has been bedridden because of it. Asia's been able to heal her injuries but she can't do anything about her exhausted state.

"What is going with her?" Ben asked, more to himself than Azazel yet the Fallen Angel answered him anyway.

"She's trying to grow stronger without relying on her true powers, and too impatient to accept her rate of growth," he explained.

"Her true powers? I'm guessing you're referring to her Nekomata powers, right?" Ben deduced.

"She told you, huh?"

"No, I found out because Azmuth's Gear noted her Nekomata DNA and stored it within its database," Ben explained, peaking the Fallen Angel's interest.

"I didn't know your Gear could do that."

"I can accept any new DNA that my Gear comes into contact with, it's how I can turn into beings that I haven't seen before."

"That's incredible! Is there a limit to the number of different forms your Gear can hold?" Azazel asked with interest, already taking notes in a small notepad he had pulled out from within his jacket.

"Not really, according to Azmuth. He told me that I can take the DNA off any being or creature I find as long as I touch it with Azmuth's Gear."

"Fascinating!" Azazel stated as he continued to write. "The more I learn about Azmuth's Gear the more I want to find out what else it can do.

They sat in silence for a few minutes while Azazel scribbled furiously in his notebook and Ben finished off the last remains of the three lunchboxes he had been given, still marvelling at the exquisite taste. Once the Governor-General had finished writing, he put his pen and notepad back in his jacket and returned to his feet with a slap of his knee as he did so.

"Right, off we go," he said with a new spring in his step.

"Wait. "We?" Where am I going now?" Ben asked as he stood up and joined Azazel.

"I'm bringing you back to the manor for a little bit. Didn't I mention it earlier?"

"No…no you didn't," Ben replied, crossing his arms across his chest.

"Oh, well I'm telling you now. You're returning there for this one time before continuing with your training." Azazel then turned towards Tannin and spoke up to him. "I'll return him back into your care tomorrow morning, is that ok with you?"

"Yeah, that's fine. I've got to return to my territory anyway for some business," the humongous dragon replied as he unfurled his wings and took off into the air.

"See you tomorrow, Tennyson!" he called back to them as he quickly disappeared behind the mountain.

As Azazel created a teleportation circle back to the manor, Ben joined him with several questions in his mind, the most prevalent ones coming to the front of his mind.

"So why am I being brought back? Did Rias need me for something?"

"You've got it all wrong. It wasn't Rias who wanted you to come back, it was her mother. She said something about dancing lessons," Azazel corrected and explained to him as he activated the circle.

"What?!" Ben gasped with shock as the two of them disappeared in a flash of light.

* * *

. . . . .

 _ **A few hours later**_

Ben slowly walked down the empty, intimidating hallways of the Gremory manor, every part of him sore from Venelana's recent lessons. He had thought that there could be nothing worse than Tannin's training yet he had been proven to be hugely mistaken with what he had just been through. His body felt like it had gone three rounds with Valerie in her Balance Breaker form.

He had been given a rushed yet extremely intensive lesson in the art of dancing within Devil society by Rias' mother had hadn't been allowed a break to recover until she finally called an end to the lesson well after the sky had darkened and night had fallen in the Underworld.

The only upside to the whole ordeal was that Venelana was impressed at how quick he was able to learn the different dances he might be expected to perform while in noble Devil society. When he asked her why she was teaching him this, she had told him that, if he was to be with Rias at such events then he had better learn to dance properly or risk embarrassing Rias and the Gremory family as a whole.

After they had finished and she had allowed him to leave the room, Ben decided to check in on Koneko before cleaning himself up from his day of training and sleeping in a comfy bed before returning to the wilderness.

He was determined to find Koneko and see how she was before he did any of that though.

As he made his way down the corridor, Ben came across a partially open door and partial muttering coming from inside. As he slowly swerved in his tracks to investigate, he recalled that it was the doorway into the Gremory library.

He reached the door and slowly pushed it open to see Rias sitting alone at the table in the middle of the room with piles of books surrounding her as she read the tome in her hands.

"Hey there," he said coolly, leaning on the doorframe as he said it.

Instantly recognising the voice, Rias spun around, her eyes widening at confirming that he was really there. As she turned to face him, Ben noted that she was wearing the same pair of reading glasses she wore when they were practicing for their match against Riser.

Now he was more aware of it, Ben couldn't have imagined Rias being any more attractive than she already was, yet he was proven completely wrong when he looked at her bespectacled face.

"Ben!" she cried as she leapt out of her chair and rushed over to him, embracing him tightly as though she hadn't seen him for months.

"Uh, Rias," Ben began as Rias took deep breaths as she took in his scent, more profound than usual from his recent dancing lessons. "I'm kinda sweating like hell, you know?"

"Hmm, I don't care," Rias moaned contently as she buried her face near his semi-matted hair and took another deep breath. "Ben's smell is the best. I've missed it so much, but not nearly as much as I've missed you."

"It's good to see you too," he chuckled as he answered Rias' embrace with his own, wrapping his arms around her waist.

After a brief moment of silence as the two of them enjoyed each other's warmth, they slowly broke their embrace.

"What are you doing here? I thought you'd be training with Tannin for the whole time and return at the end of the time period," she told him as she removed her glasses and placed them in the case that lay on the table beside her.

"Yeah, I thought so too," Ben replied as he scratched the back of his head. "Your mom asked me to come back for this one time only."

"My mother?" Rias asked with confusion. "Why would she want you to return?"

"Well, she actually wanted to teach me how to dance properly, can you believe it? She said it was important for me to learn how to dance within Devil society so that I wouldn't embarrass you or your family," Ben explained as Rias' face slowly turned as red as her hair.

"W-What was she thinking?! S-She can be so demanding!" Rias muttered with embarrassment, a sight that caused a smile to form on Ben's face as he took one of her hands in his. Thanks to the intense training he had been experiencing along with his rough living conditions, his hands had become coarse and rough which only made him appreciate Rias' own soft, silky smooth skin all the more.

"Hey, don't worry about it. Despite her…unique teaching style, I learned a lot and actually had fun," Ben told her as he stroked the back of her hand with his thumb.

"Although…," he added with a small smirk as he glanced into her eyes, "…I can't decide which teacher is more ferocious: Tannin or your mother."

Rias couldn't help but giggle at his quip. He loved the sound of her laughter.

"You'd better be careful. If she found out that you said that, you'd be severely punished. You thought she was an intense teacher before? You haven't seen her at her worst."

Ben chuckled now. "I'll keep that in mind," he told her before he changed the subject to something else. "How's Koneko doing?"

Rias' smile faltered at his question and her face turned solemn. "You heard what happened to her?"

"Yeah, Azazel told me that she collapsed during her training. I was actually on my way to see her when I found you," he explained.

"I was going to visit her, myself once I'd finished with my training for the day. Seeing as you're here, I'll take you to see her," Rias stated before leading the way out of the library and down the corridor that Ben had been going down before he found Rias.

"So, what happened to Koneko exactly? Why was she going beyond what Azazel had instructed her to do? Has it got something to do with her being a Nekomata?"

Rias turned her gaze towards Ben and looked like she was about to ask how he knew about her true identity…but she seemed to decide against it and, turning her gaze back to looking ahead, she sighed and began to explain.

"I suppose it's time you knew. A few years ago, there were two Nekomata sisters, the last two members of the Nekoshou clan, the strongest of the Nekomata clans, through years of war and strife between the various demon clans and factions in the Underworld. These two sisters had absolutely nothing – no kin or a place to call home. All they had were each other to rely on."

"They wondered the wastelands, doing whatever they could to survive the harsh conditions until, one day, they were taken in by a noble Devil. In repayment for his kindness, the elder sister became a member of that Devil's peerage and slowly, the two sisters began to make a life for themselves. However, because of her rebirth as a Devil, the elder sister's Nekomata powers grew at an exponential rate and soon surpassed her master who she killed after becoming drunk with her power and became a bloodthirsty 'stray' who only sought to kill others.

"Shit," Ben murmured as they rounded a corner and entered the corridor which led to the guest bedrooms.

Rias nodded her head slightly and continued her story. "After she ran off, killing an entire squad of Devils sent in pursuit, the other nobles turned their anger towards the younger sister who had they feared would follow in her sister's footsteps and go on a similar rampage eventually. The younger sister's spirit had been completely crushed by her sister's betrayal and she no longer cared what happened to her. The only one to stand up for her was my brother. Sirzechs granted her protection and put her in my custody in the hopes that I could restore her will to live."

As Rias finished her tale, Ben sighed deeply and ran a hand down his face. "I never knew Koneko had it so bad."

"When she joined my peerage, I promised her that I'd never rest until she had experienced everything that life had to offer," Rias said firmly. "She's terrified of becoming like her sister and losing herself to the terrifying power and will do anything to stop that from happening, even overexerting herself to become stronger without resorting to her Nekomata powers.

"That must be terrible. I can't imagine how she must be feeling," Ben sighed sadly, realising that this was a problem that he couldn't help Koneko overcome easily.

"Exactly. That's why we must be there for her," Rias told him as they stopped at a heavy set of tall, wooden doors. Rias placed her hand on one of them and pushed it open, entering the room with Ben following behind her.

"Ben?"

Ben was surprised to see Akeno already in the room, sat down on a chair next to the head of the large bed where Koneko lay, but that was nothing compared to Koneko herself who lay in the middle of the bed, a set of distinctive white cat ears protruding out of her head.

As Rias came to a halt as she reached the end of the bed, only one thought passed through Ben's head as he approached the head of the bed.

' _How cute!'_

"I can explain!" Akeno said hurriedly, rising out of her seat though stopping when Ben put up his hand in front of him.

"It's okay, Akeno. I knew what she was already; Rias filled me in with the rest on the way here. I just came by to how Koneko's doing."

Akeno visibly relaxed at his explanation and sat back down in her seat while Ben took up the empty seat beside her, right next to Koneko who half-opened her eyes as he sat down.

"Hey there, Koneko. How you doing?" Ben asked soothingly, a small comforting smile on his face as he leant forward, his elbows resting on his thighs.

"Ben?" Koneko asked, confusion in her voice. "What are you doing here?"

Ben couldn't help but hear the exhaustion in her voice and found himself wondering just how much she had exerted herself to reach this state. He quickly brushed this thought away. This wasn't what Koneko needed right now.

"I'm here to see you of course," he told her light-heartedly. "As soon as I heard that you had collapsed I said, "To hell with training!", and rushed over as quick as I could to see how you were doing.

Koneko rolled over till her back was facing Ben, a noticeable tinge of pink in her cheeks as a result of Ben's words.

Ben sighed and leant back in his chair. "It probably won't mean much to you but I was seriously worried about you when I heard that you had collapsed. I know it won't mean much coming from me after the things I've done but you really need to look after yourself more."

"I want to get stronger," Koneko muttered quietly after a few seconds of silence.

"I know you do, and I know why you want to do it without using your Nekomata powers, but will it be worth it if you die trying to do so?" Ben responded as he gently placed his hand on her head, her ears twitching involuntary as his fingers brushed against them. as his hand rested on her head, the young Nekomata slowly rolled over to look at Ben with watery eyes which took Ben by surprise.

"I've got no choice! I'm useless as I am now! How can a rook be the weakest member of a peerage?" Koneko muttered as tears began to roll down her cheeks. "I want to be useful, but I don't want to resort to using my Nekomata powers. I'm terrified at the thought of becoming like my sister!"

Ben was silent for a few seconds as he took in what Koneko was saying. Before he could say anything though, Akeno beat him to it.

"Please leave this matter to us, Ben," she told him solemnly. "This is something that Koneko has to deal with on her own. I should know; I'm exactly the same as her."

Ben stared at the raven-haired queen for a few seconds before nodding his head in understanding and rose from his seat. As he slowly made his way to the door he stopped at the foot of the bed and looked back at Koneko, a thought swirling through his mind.

"Do you remember our fight with those Fallen Angels in the church? The night Asia became a member of Rias' peerage?" he asked her, her answer coming in the form of a weak nod.

"Do you also remember how I lost control of my Tetramand form and went on a mini rampage against Raynare? The same form you were able to defeat during our training at Rias' family's summer house?"

Again, another nod.

"You are not weak!" Ben stated firmly. "You are one of the bravest people I've ever met. Whatever you decide to do, I'll be there for you, to help you in any way I can."

"The same goes for you, Akeno," Ben added, directing his attention towards her. "I can't imagine what the two of you have been through, nor can I help you fully overcome your past; that's your battle to overcome. What I can do, however, is make a promise to the two of you that I'll be there for you now and in the future. Whatever it is that you do, whether it's accepting your true selves or whether you want nothing to do with them, if I can help you in any way, I'll do it without hesitation."

With his speech finished, Ben bid them all goodnight and made to leave, coming to a stop when he heard a weak voice behind him originating from Koneko.

"Thank you, Ben," she muttered weakly.

"Hey, what are friends for? I'll always be there for you girl," he declared before continuing out of the room. "Now, I'm off to find my room and get some proper sleep before I have to return to that accursed mountain tomorrow morning," he grumbled to himself, smiling as he heard the sound of quiet laughter from the three girls as he closed the door behind him and headed down the deserted corridor in search of his own room.

* * *

. . . . .

 _ **A few days later**_

"Oh shit!" Ben cried as he avoided the large ball of fire, courtesy of Tannin, which landed where he had just been mere seconds ago.

BOOOOOOM!

The fireball landed, exploding fiercely and almost catching Ben in the shockwave that followed. It was only thanks to his training that Ben was able to pick up enough speed with his Kineceleran form to move fast enough to run up the nearby cliff to avoid the blast. He reached the top of the cliff just as Tannin appeared from behind one of the huge rocky outcrops and hovered in the air above him.

"Very good, kid!" he bellowed from above his pupil. "You've learned how to tap into the true speed your form grants you! Now, let's see how you've improved with another form."

Today was the last day of Ben's training with Tannin and, for his final test, Tannin had Ben scurrying all over the mountain in a game remarkably similar to tag, a playground game he used to play in school when he was a kid.

A game he remembered being quite good at.

This version was different from the game of his childhood memory though. Instead of the usual rules, this final form of training had one of them chasing the other all over the mountain trying to catch or stop them with whatever means they could use, before swapping roles and the 'hunter' suddenly becoming the 'hunted'.

An addition to this also included Tannin having Ben change his form every now and then to see how he had improved with each one from the training. They had been doing this since the break of dawn and, so far, Tannin had been impressed with the progress Ben had made with the forms he had used so far.

However, the one thing that was annoying Ben the most, and he suspected Tannin was too though he hid it well, was the fact that he hadn't been unable to reach Balance Breaker with any of his forms yet. He had been doing everything he could think of, followed Tannin's instructions to the letter, and gone all out in their fights and spars so it frustrated him that he was still unable to overcome this obstacle that was, essentially, the main purpose for his training.

Deciding to brush off his concerns for the moment, Ben disappeared in a flash of emerald green light which, when it quickly dissipated, revealed his Pyronite which he had decided to dub Heatblast; a name Azmuth was all too happy to complain about…as he was with every single other form he had given a new name to.

 **[Transform: Heatblast!]**

His transformation complete, Ben quickly created a board of fire beneath his feet and sped off into the air as Tannin proceeded to continue with the training, creating a large fireball and launching it in Ben's direction though he was able to avoid the blast thanks to his board of flames which took him high into the sky. As he took to the sky, Ben launched his counterattack on the large dragon by creating large balls of fire in his hands and launching them in Tannin's direction which, while doing little, if any, damage to him, provided an effective way to distract him with the large cloud of smoke that obscured his vision. It also had the added effect of annoying the large dragon with the multitude of explosive balls of fire which struck him.

Losing patience with his pupil's annoying tactic, Tannin took to the air with several flaps of his humongous wings and took chase, chasing down his pupil in his bid to catch him as per the rules of their training 'game'. Their spar continued for nearly an hour with each dodging their opponent's magical attacks with no sign of it ending anytime soon.

As they passed the hour mark, the large dragon found himself right behind Ben's Pyronite form and, as he watched his young pupil dive into a trench which was too narrow for the massive dragon to enter in his bid to escape from him and his large balls of fire, Tannin changed tactic and launched a swarm of smaller, though still powerful fireballs down into the trench and towards the fleeing Ben.

Casting a quick glance behind him, Ben gulped at the sheer number of explosive balls of fire quickly gaining on him and took evasive action to avoid them. It may be true that he was impervious to fire while in his current form but he still didn't relish the idea of being struck by anything fired at him by a being as strong as Tannin. It would still hurt him either way.

He flew through the air as fast as he could while on his fiery board, twisting and turning as each ball zoomed past him, each one missing him by a smaller amount. It amazed him that he was able to avoid them at all thanks to the closeness of the trench walls which greatly restricted his movements. This all came to an end, though, when he was eventually struck in the back by a small fireball that he had failed to spot; the blow was so close to the other balls that it caused a chain reaction which detonated the remaining explosive balls in a terrific explosion which filled the whole trench with a thick cloud of black smoke.

Tannin came to a stop just above the trench where he hovered above the cloud of smoke which rose up out of the narrow walls.

"You still alive, kid?" he called down into the trench though received no answer.

"Hey, kid!" he called out again as he lowered himself closer to the trench. When he received no answer again he began to wonder if he had gone overboard and knocked the kid unconscious with his last attack.

Just as he was about to land on the edge of the trench and begin searching for his pupil, an orange object shot up out of the smoke and struck Tannin in between his eyes which, while it didn't hurt the large dragon, it did cause him to recoil in response to it and not notice Ben shoot up out of the smoke, faster than before due to him ditching his fiery board and using the fire he emitted through the palms of his hands as thrusters to fly out of the smoke-filled trench and shoot up towards the distracted dragon. When he was nearly at eye-level with the huge dragon, he stopped emitting fire from his palms and, instead increased the intensity of the fire in his hands and, while using the momentum of his thrust, he quickly reached Tannin's face where he delivered a powerful, magic-enhanced fiery punch to Tannin's jaw before quickly following it up with a flip, diverting the majority of his fire into his heel which he brought crashing down on Tannin's snout, and finally reigniting the fire in his palms and taking off into the air again.

This entire series of movements only took a few seconds to complete though it felt a lot longer for Ben who had expected Tannin to block him at any point during the detailed manoeuvre.

Finding a rocky outcrop, Ben diverted his course towards it and landed on top of it, extinguishing his 'thrusters' and turned back to look at Tannin who was stroking the spot on his snout and jaw where Ben had struck him, a low chuckle escaping from his scaly maw.

"Well done, kid!" he chuckled as he flew over to Ben and hovered before him. "That's the first time since we started training that you've been able to catch me off guard and land a blow on me."

"Well, it was bound to happen at some point," Ben replied in a deep voice that came with his current form.

 **[You've improved a lot with your forms over the course of this training camp, Ben]** Ddraig called out from Ben's right hand.

 **[You might be right, Ddraig…,]** Azmuth reluctantly agreed from Ben's left hand before returning to his cynical self. **[…however, you still have yet to achieve Balance Breaker with any of your forms which was the main point of this whole training camp, was it not?]**

"Yes, it was," Ben muttered reluctantly, slowly growing irritated with Azmuth's constant belittling of his progress in mastering his Sacred Gear.

"The day isn't over yet," Tannin reminded him as he crossed his arms across his chest. "There's still enough time for us to see what you can do with another form…if you can handle it that is."

"I can handle it," Ben declared as he pulled out a bracelet from his pocket and placed it on his arm.

When Azazel had come to visit him, it wasn't just on the whim of Venelana. He had also come to check up on his most interesting student and see how far he had been progressing. After watching their training for a few hours before making himself known to them and noting his progress, the Governor-General had presented Ben with a small box of bracelets which looked exactly like the one Ben had worn during the peace summit. However, unlike the one he wore in that battle, these ones didn't allow him to achieve Balance Breaker. Instead, these ones instantly replenished the wearer's energy and power, enabling Ben to transform into more of his various forms and get stronger with each one of them.

When asked about them, Azazel admitted that they were pretty rare objects, even if they were his own inventions. However, he judged Ben's use of them for his training worth it as they helped him gather data on Azmuth's Gear and the demonic forms within it. Ben grew stronger and he was able to gather information which he was desperate for; a 'solution where everyone benefits' in his books.

As he placed the bracelet on his arm and tightened it, Ben instantly felt the bracelet's magic take effect and remove all of his fatigue away in a few seconds. If he had to describe to anyone, he'd say it felt like he had just had an extremely long rest.

"Was that the last bracelet that the Governor-General gave to you?" Tannin asked, his arms still crossed over his scaly chest.

Ben checked his pockets again, only to feel the fabric at the bottom of them and nothing else.

"Yeah, that was the last one," he confirmed with a small nod of his head.

"In that case this shall also be your last transformation of this training camp. Let's see how much stronger you've grown with your Vaxasaurian form. "

Nodding his head, Ben walked off the edge of the outcrop he stood on, landing on the ground thirty feet below him with a dull thud as he landed on one knee. Returning to his feet, Ben disappeared in emerald light.

 **[Transform: Humongosaur!]**

Azmuth's voice echoed around the mountain as the emerald light dispersed to reveal that his Pyronite form had been replaced with the brown, hulking form of his Vaxasaurian form, Humongosaur. Without needing to be told, Ben's body grew taller and more muscular, the familiar armoured plates emerging from his body and covering his body in a crude, yet effective, form of armour while several plates protruded from his back in a Stegosaur-like manner which gave him even more of a dinosaur-like appearance.

As he clenched and unclenched his fists, Tannin examined Ben's form, immediately noting the changes it has undergone since their training.

"If you ever wanted to see a physical effect of your training then you only need to look at this form," he told Ben with the faint traces of a smile cracking through his jaw.

"What do you mean?" Ben asked, unable to look at himself due to the lack of a mirror or even a still body of water to look at himself.

"You're easily over sixty feet tall now," Tannin explained as he landed on the ground, furling his wings behind his back and walking up to Ben's titanic form.

Ben looked over at Tannin as he approached him and instantly understood what he was saying. The last times he had transformed into his Vaxasaurian form during his training, his body had always stopped growing when he reached the same height as Tannin, around fifty feet tall. Now though, he could clearly see that he was taller than Tannin…ten feet taller in fact.

It was strange looking down at Tannin while they were standing next to each other on the same ground. Ben couldn't help but smile at the evidence of his progress from Tannin's training.

"You can lose that smile, kid. True, you're now taller than me but that doesn't mean you still stand a chance against me. For our last spar in this training camp, we shall see just how strong you have become," Tannin instructed as he brought up his fists and took up a fighting stance."

"You want us to have a fist fight?!" Ben asked with surprise as he watched Tannin take up his fighting stance.

"Why not? It will give us the perfect chance to gauge how strong your most physically powerful form has become. I promise not to use any magic on you…but don't take that to mean that I'll go easy on you."

Before Ben could ask a question, Tannin delivered a powerful right hook to Ben's jaw, knocking him back until his back crashed into the cliff face behind him. While he was surprised at Tannin's sudden attack, he was more surprised at how little the blow hurt him. He held his hand up to his jaw though all he could feel from the blow was a very dull pain which disappeared just as quickly as Tannin's blow landed on him.

"What the hell?" Ben muttered with shock as he glanced at Tannin who flexed the fingers on the hand which had struck him. "That hardly hurt at all!"

 **[Amazing, isn't it?] Ddraig asked aloud for both Ben and Tannin to hear. [This is why Vaxasaurian's, particularly their ancients, are regarded as one of the most powerful demon races to exist in the Underworld. It's a great relief to the ruling bodies of both the Devils and Fallen Angels that Vaxasaurians are a primarily peaceful species who keep to themselves. Only Ultimate-class Devils and above would consider fighting one, and even then, they are weary of them.]**

Pushing himself off the cliff face, Ben cocked his neck and rolled his shoulders as he took up a stance similar to Tannin's, a stance he had learnt last week and had been yearning to perfect.

"Let's see what else I'm now capable of," Ben muttered as he and Tannin slowly began to circle each other, the pair of them looking at their opponent for any opening to exploit. Their eyes darted over the other's body for any sign though they would always return back to gazing at each other to see who would make a move first.

They continued to circle each other in complete silence as they measured each other up, neither one of them making so much as a sound. The only sound which could be heard was the dull thud of their footfalls as they circled around the clearing.

Just as the silence passed the eight-minute mark, the two towering beasts suddenly took off into a powerful charge at each other, their speed impressive considering it started from a standstill, and even more impressive when the two of them reared their right fists back before thrusting them forwards, towards their opponent…only for their powerful blows to connect with each other, a shockwave blasting outward from their connected fists.

While Ben and Tannin were so large that they weren't physically moved from the shockwave, the same couldn't be said for the trees and vegetation surrounding the clearing they were in which was struck by the full force of the shockwave. Most of the larger trees were merely blown over while nearly all of the smaller ones were pulled out from their roots and sent flying through the air along with the majority of the bushes and foliage in the vicinity.

The two titans withdrew their fists and flexed their hand to lose the dull pain. Ben's incredibly dense, nigh on impenetrable hide armour which protected him from Tannin's blow while the large dragon was protected from the blow by his hugely superior power.

"Well done, kid," Tannin stated with a small smile. "You've improved a lot with your Vaxasaurian form…."

Before Ben could react or even say anything in response to Tannin's statement, he suddenly found himself on the defensive as Tannin lunged towards him and began raining down blow after blow on him as he sought to bypass Ben's armoured arms which he had brought up in front of him and reach his softer, though still tough, underbelly.

"However! Let's see just how long you can cope with me using more of my power," Tannin declared as he delivered a quick jab at Ben's defence before quickly following it up with a powerful left hook aimed at the side of his head.

Before the blow could connect, though, Ben spotted the blow coming and ducked beneath it, avoiding the blow, and then lunged at Tannin, catching the large dragon by surprise as he all but picked Tannin up with his momentum and crashed into the side of the mountain. Without letting up on his advantage, Ben brought his head up sharply, catching Tannin on his chin, and started to rain down powerful blows of his own on Tannin's exposed abdomen.

His counterattack came to an abrupt end when he felt something scaly wrap around his left leg and jerk back hard, tripping him over where he landed on his side.

"You still need to learn to take care of your surroundings," Tannin chastised as his tail, the same tail, Ben quickly realised, which had tripped him up, returned behind the powerful dragon's legs.

Ben merely grunted in response as he picked himself up off the floor took up a fighting stance again. Noting his student's stance, Tannin immediately charged towards him with his right fist reared back for his blow. Instead of accepting or dodging the blow, Ben brought up his left hand and caught Tannin's fist in his and delivered his own right hook which landed on Tannin's shoulder.

Tannin roared at the blow and pushed himself away from Ben before charging forward once more. The two of them collided again, though not quite as powerful as when they first started, and began to exchange a series of extremely powerful blows. Neither of them knew how long they were locked in this seemingly endless cycle of blows. It was only because of their powerful hides that they were able to last so long with neither one of them giving up or yielding.

Ben was under no pretence that he could beat someone as powerful as Tannin in a fight at his current level. That being said, though, he wasn't going to go down that easy.

"I'm impressed!" Tannin stated suddenly as their cycle of blows continued. "It's been a long time since I've been this pressed in a fist fight."

"Are you telling the truth?" Ben asked dubiously as he backed away from Tannin to gather himself before returning to the fight.

"I am. There are very few beings I know which could fight me using their fists; most of my fights have nearly always been tests of magical power rather than physical. Even though Vaxasaurian's lack magical power like most demons, their immense physical power and magical resistance is what makes them so dangerous."

"Magical resistance?" Ben asked with interest.

"Indeed. Shall I give you a demonstration?" Tannin replied and, before Ben could say otherwise, took flight and hovered a few feet above Ben where he suddenly opened his maw and spat a huge fireball, bigger than any Ben had seen the large dragon create before, and sent it streaking through the air towards Ben.

Having no time to avoid the huge, blazing ball of fire due to his form's heavy frame, Ben only had enough time to bring up his forearms in front of his face before the fireball struck him.

BOOOOOOOMMMMM!

The ground shook as Tannin's fireball struck the ground and created a large cloud of smoke as it scored a direct hit on Ben. Silence fell on the clearing for a few seconds as the dust and smoke cloud settled before an audible grunt could be heard from within the cloud and Ben's towering form came lumbering out of the smoke.

"W-What the fuck was that?!" he coughed, not realising that Tannin's attack had left nought but a few scorch marks on his brown hide. Aside from those marks, Ben had come out of that attack completely unscathed.

"It's just as I told you, Vaxasaurian's have the strongest magical resistance out of any of the demonic races in the Underworld. I used about a quarter of my power in that attack but the fact that you emerged unscathed goes to show, both how powerful elder Vaxasaurian's are, and how much progress you've made in being able to reach this level."

Ben nodded his head in understanding, glancing over his leathery body at the damage, or to be more accurate, the lack of damage from Tannin's magical attack. It was suddenly dawning on him just how powerful the Underworld demons were.

As he made to approach Tannin and continue their fight, Ben suddenly came to a stop when a large crack abruptly appeared beneath his gigantic foot.

CRRRRRRAAAAAAAACK!

Ben looked down just in time to see the large crack shoot out from under him and spread out in an erratic pattern with him being in the centre of it. Before either he or Tannin could say anything, there was another loud 'CRACK!' and the floor beneath Ben suddenly fell away, taking him with the floor as it fell into the darkness below.

"Fuuuuuuuuuck!" Ben's deep voice bellowed as he fell down into the darkness before it turned into a sharp grunt as he hit the ground with a loud 'thud'. As his humongous body left a clear indent in the floor, Ben brought up an arm to cover his face from the stalactites which followed after him, dislodged by his landing and shattering against his hide as they fell to the ground.

Once the stalactites had stopped falling on him, Ben took his arm away to see the hole he had fallen through. Making a complete guess from the size of the hole above him, Ben guessed that he had fallen around 700ft, maybe more! As his eyes adjusted to the darkness he found himself lying in a very large, very spacious cavern.

 **[I guess Tannin's more powerful than I remember him being. That was quite a fall,]** Ddraig's voice called out from Ben's right arm.

 **[I agree. It's quite a sight to see a dragon who voluntarily became a devil still retain their draconic power. I'll admit that I was worried that the devil blood running through his veins would hinder him,]** Azmuth added from his own Gear.

Ben didn't hear his dragon companion's conversation as he simply stared up at the ceiling hundreds of feet above him.

' _Tannin is ridiculously powerful!'_ he thought as the memory of him being blasted by Tannin's attack just moments ago went through his mind. _'Just how outclassed am I?'_

" _ **You are hopelessly outclassed,"**_ the strange, raspy voice echoed in his head.

Ben's hand subconsciously moved up to his head where it rested though the pain didn't return like usual.

" _ **I wonder if this is the point where you should question whether or not you should just give up trying to reach their level,"**_ the voice continued, its voice coursing through Ben's entire being as it spoke.

' _I have to; I have to get stronger for Rias and the others. The Khaos brigade isn't going to go easy on me if I'm weak,'_ Ben retorted mentally though the voice was quick to respond.

" _ **You can't even reach Balance Break!"**_

' _I'm getting close to doing so. Anyway, I've grown stronger with my forms without Balance Breaker….'_

" _ **Completely useless against competent opponents. You heard Tannin; that was only a quarter of his power and he still hilariously outclasses you…and in your strongest form no less! How can you hope to protect your friends with such weakness?"**_

Ben made to retort to the voice's statement but found himself unable to think of a comeback. One thing he had learned over the last few days was that he was still weak despite the power he wielded.

The voice was quick to notice his hesitance.

" _ **You see?! Even you can't find any fault with my words. You need to ask yourself one question: How many more tears will you make your friends shed before you realise that you're the cause of their pain and anguish?"**_

At this, Ben's head was flooded with images of Rias and Asia's watery-eyed faces. These images, as well as the numerous images of Akeno, Koneko, and Kiba; each of them with pain and sadness in their eyes, lanced Ben's heart as they flooded through him. It was because of his weakness and inability to control Azmuth's power that had caused Rias and Asia's sadness. Sure, he was able to overcome those obstacles and help them, but that neither washed away those painful memories nor guaranteed he could save them again in future.

Maybe he _was_ the cause of their pain….

No!

Ben shook his head sharply, removing that particular train of thought from his head. He may have been weak back then, but he had learned from his mistakes and had done whatever it took to not repeat them again.

' _No, I used to be weak when I first got Azmuth and Ddraig's power, but I'm not anymore. I've grown stronger since those days. I have the potential to grow strong enough to protect those I care about from harm and I won't waste. They deserve my best, so I will give them my best!'_

He was brought out of his thoughts when he felt a tingling sensation in his left arm. He brought it up to his face to see that the spot where the emerald would be if he was wearing his gauntlet was glowing.

"What the hell?" he murmured quietly, looking at the glowing light intently.

 **[Congratulations, kid,]** Azmuth said abruptly, surprising Ben slightly.

"I've done what?" Ben asked with confusion. Before the ancient dragon could give him an answer though, Tannin's voice started booming above them.

"You alright down there, kid? I think I overdid that demonstration," he shouted down at Ben who looked up to see the dark outline of what he knew to be Tannin.

 **[It looks like that was just what he needed,]** Ddraig shout back up.

"What do you mean?" Tannin replied.

 **[He overcame the last requirement for his ultimate goal,]** Azmuth explained, enlightening Tannin while only confusing Ben even further.

"What are you guys talking about?" he asked, already growing bored with them avoiding his question.

 **[You've overcome the obstacle blocking you from attaining Balance Breaker,]** Ddraig explained for him.

"It usually triggers when the wielder experiences strong memories, the more negative the better as they impact the wielder more than positive memories," Tannin explained as he slowly landed on the floor of the dark cavern and furled his leathery wings.

The memory of Kiba during their battle with Kokabiel and how he triggered his own Balance Breaker flowed through Ben's mind and he understood what they meant.

"Obviously we couldn't do that in your case…," Tannin continued, crossing his arms across his chest. "…so I decided to try and get you to trigger your Balance Breaker by driving you to the very edge in your training."

"Wait a minute. Are you telling me you nearly killed me with your training…on _purpose_?" Ben grunted as he picked himself up off the ground.

"It worked, didn't it?" Tannin countered with a shrug of his shoulders. "I'm curious to see what will happen when you activate it."

Ben wanted to continue complaining over the nightmarish three weeks he had been subjected to with Tannin, but the large dragon's last statement stopped him short. He was curious about his new power too, especially after everything he had gone through to attain it.

He sent the mental command to his Gear and was immediately consumed by emerald light which illuminated the entire cavern with its intensity.

 **[Transform: Balance Breaker!]**

When the light dissipated, it revealed Ben's new, evolved Vaxasaurian form. In contrast to his earlier appearance, his new form had shrunk to a third of its former height, around 20ft. Despite his significant loss of height, he actually looked more muscular than before and his hide-like skin had turned to a dull green as opposed to its previous tan colour.

A horned helmet also adorned his head now as well as a dark blue turtle shell with several long, silver spikes protruding from it. His chest had also been adorned with a chestplate, the same colour as his shell, with several spikes also protruding out of it on either side. His tail, which had grown longer and now trailed behind him, now had a mace-like weapon attached to the end of it, also with several small spikes protruding from it. To finish off the list of changes to his appearance, his hands had also gone through a change. Instead of human-like nail he had before, Ben now sported small, black claws and armoured knuckles which appeared to be made of an organic metal, the same silver colour as the other spikes adorning his body.

"Fascinating," Tannin muttered as Ben inspected his new, evolved form. "I had heard of the changes your demon forms go through the last times you triggered your Balance Breaker, but to see it in person is quite different. I wonder, though, why you shrunk back down. Can't you increase your size anymore?"

To answer Tannin's question, Ben tried to change his size, just like he did with the form in its previous state…but nothing happened. No matter how hard he tried to do it, his body wouldn't grow.

"I can't change my size anymore. However, I feel a hell of a lot stronger than I did, even at my full height before, both physically and magically," Ben revealed as he looked over his body again, clenching and unclenching his hands as he did so.

"Is that so? Well, it's impossible to know what this new form is capable of seeing as this is the first time ever that it has appeared. Do you have any clue as to its capabilities?"

Thanks to the effect of Azmuth's Gear which revealed the powers and abilities of his various forms, both original and evolved (though it takes a few seconds for it to work with evolved forms the first-time round), Ben _did_ have a clue as to his new abilities.

Without saying another word, Ben held up his left arm and watched as it morphed, transforming into the barrel of a cannon. The 'rim' of his new cannon was black in colour while the bottom of the barrel glowed with a dark, blood-red light. Eager to try out his new ability, Ben pointed it at the far wall of the cavern and, putting all his concentration into the action, charged up the cannon which used to be his arm. The red light grew in intensity for a few seconds before Ben released the concentration of magical energy in a single blast at the wall.

He hadn't let the energy grow too large as he had no idea how powerful it would be. However, even though he had taken this reasonable step it didn't matter. The energy beam which erupted out of his cannon hit the wall of the cavern…and went straight through it!

Much to the shock of Ben, Tannin and both his Dragon companions, the beam cut through the 40ft of solid rock like butter and kept going once it had burst through the cliff face, only coming to an explosive stop when it hit the mountain on the other side of the valley they were training on where it exploded spectacularly.

"Shit!" Ben bellowed as he was hit by the resulting shockwave of the blast which forced him to cover his face. He brought his arms down once the wave had subsided to see the result of his strike. He rushed over to the wall and walked through the spacious hole/tunnel he had made until he reached outside again. As he cleared the dust cloud from the tunnel, he looked over at the distant mountain he had hit and stared at it, wide-eyed and slack-jawed.

Where a towering, intact mountain had once stood in the long mountain range and valley, half of it had simply been disintegrated, leaving only a huge chunk of the mountain missing; no rubble, no anything remaining from the blast.

Even as Ben looked at the distant mountain, its peak crumbled away into the humongous crater he had made and smashed into smithereens when it reached the base.

Tannin joined him, passing through the tunnel with relative ease (only having to tilt his head down to avoid the ceiling) and stood beside Ben and joined him in observing the remains of the mountain.

"Fascinating," he murmured with amazement at the recent display. "Azmuth truly is a remarkable being, even if confined to a Sacred Gear."

Unable to find any words to answer him, Ben merely nodded his head slowly, barely even noticing it when he reverted back to his normal form with a flash of emerald light.

"There's nothing more for me to teach you. you have fulfilled everything Azazel wished for you to do during this training camp. I don't believe there's anything left for you in these mountains…or rather, what's left of them." He chuckled deeply at his own quip. "I'll take you back to the Gremory house tomorrow."

Ben blinked and returned to his senses at Tannin's last words.

"Why can't we go back now?" he asked though it was too late. He looked over at where Tannin had stood to see that the dragon had already taken to the skies and disappeared behind the mountain range. Grumbling under his breath, Ben turned the opposite way Tannin had gone and descended down the mountain in the direction of his camp for the last night he'd spend out in the wilderness.

* * *

. . . . .

Back at his camp, Ben headed straight for the stream near his camp which he had been using as a water source during his training. After taking several large handfuls of the cool, refreshing liquid, he proceeded to filling up the canteen he had been given to take back to camp.

As he filled up the canteen, he looked at his reflection in the water and saw the physical effects of his extensive training regime. The training jersey Rias had given him for the training period had been completely ruined over the course of his training, reduced to shredded fabric after only a few days into the training. The shirt lying on the ground beside him, the one which he now wore instead didn't appear much better though it was still, for the most part, still able to cover his torso. As he looked at his bare chest, Ben noticed that he had burned off what little fat he had, leaving his chest sturdy and muscular, and his stomach toned. Even his arms had benefitted from the training in that they had become very muscular as a result; very similar to Sairaorg in fact.

"So this is what happens when you train with a former dragon king?" Ben asked himself as he inspected his new body.

 **[You should be proud, kid,]** Ddraig stated, his gem glowing on Ben's right hand as he spoke. **[Tannin is notorious for his unique style of training. You've done well to survive it, let alone trigger your Balance Breaker.]**

"Thanks," Ben replied as he replaced the cap of his canteen, put his shirt back on, and headed back to his camp.

 **[Ddraig's right,]** Azmuth chimed in. **[You did well these last few days. I'm impressed you were able to trigger your Balance Breaker in the end. I had feared that you would be unable to do so simply through rigorous training. Traumatic memories have always been regarded as the only way to successfully achieve the state though you managed it.]**

"What can I say?" Ben asked, recalling the strange voice's words though decided not to tell neither Azmuth nor Ddraig about it.

"Just because I managed to do it doesn't excuse Tannin's excessive training style. I don't know when I'll stop aching from his torture," Ben added with a groan, referring to the dull ache of pain he felt on his left side.

 **[Maybe, when we get back, the girls could give you different new aches to worry about,]** Ddraig suggested with a deep chuckle.

"Har, har," Ben muttered as he continued through the forest on his way to the camp.

* * *

. . . . .

A few hours later, after Ben had finished off his last meal in the wilderness, he was sat down in front of the fire he had made, enjoying the warmth it provided him. Azmuth and Ddraig had both departed within their Sacred Gears for the night, leaving Ben to look back at what he had gone through over the last three-odd weeks with Tannin. He had improved his level of skill with most of his transformations greatly over the course of the camp…but the icing on the cake was his success in triggering Balance Breaker.

" _ **You're welcome, by the way,"**_ the voice whispered suddenly, catching Ben off guard.

' _Are you saying you had something to do with that?'_ Ben replied mentally, memories of his previous conversation with the voice springing into his mind. _'I seem to recall you belittling me and trying to make me feel bad about my level of power.'_

" _ **Well, duh. To think that that dragon told you he could bring out your Balance Breaker simply through 'serious training'. Bah! Such a fool! Something as powerful as a Balance Break state can ONLY be triggered through extreme negative emotions. Seeing as they wouldn't take that necessary step, I took it upon myself to give you that extra push,"**_ the voice explained as though it was the most obvious thing in the world.

Ben wanted to argue back with the voice but, for the life of him, he couldn't think of anything to say back to it. He begrudgingly admitted to himself that, were it not for the actions of the strange voice in forcing him to admit that he wasn't strong enough to protect anyone he would not have been able to trigger the Balance Break state.

' _I guess a…'thanks' is in order then,'_ he retorted with hesitation.

" _ **Anytime,"**_ the voice said cheerfully. _**"Maybe you shouldn't shrug off my words of advice so quickly in future."**_

' _I…guess I could do that,'_ Ben found himself saying though he was unsure why he was agreeing to the voice's request so quickly.

" _ **That's all I ask. You'd better get some sleep; you wouldn't want to return back to your friends without a good night's sleep, would you? See ya."**_

The voice slowly disappeared back into the hidden recesses of Ben's mind while he stood up and made his way over to his sleeping bag where he settled into before quickly falling asleep to the sound of the crackling fire, dreams of Rias and the other girls filling his mind as he fell asleep.

* * *

. . . . .

* * *

 _ **Demonomicum extract:**_

 _ **Vaxasaurian**_

 _Appearance:_ _While their body is humanoid in shape, Vaxasaurian's have an appearance remarkably reminiscent of the ancient dinosaurs which roamed the human world before their creation, and are titanic in stature with the young standing around 12ft tall while the ancient Vaxasaurian's could attain heights reaching 60ft. Able to change their size at will due to the nature of their species' capabilities, the taller a Vaxasaurian becomes, the more pronounced their dinosaur-like reptilian appearance becomes; from their hard, brown hide-like skin becoming tougher, to plates protruding from their backs, the crest on their forehead becoming more pronounced, to spikes growing from their shoulders and tail._

 _Bio:_ _Power. That is the first word that comes to mind when one describes the herds of Vaxasaurian which roam the wilds of the Underworld. With the strength of the elder members of their herds reaching the same level of Ultimate-class Devils, it is a relief to the average citizen of the Underworld that they prefer to stay away from our borders, and instead keep to their own territory._

 _Docile in nature, a Vaxasaurian will only become aggressive when either they, or their herd, is threatened. When that does happen though, Lucifer have mercy on the poor, damned soul that sought to challenge these behemoths. While they possess no magical power of their own, they are equally immune to all but the most powerful magic users. To use any other method to battle such a powerful beast would be suicidal as Vaxasaurians are all-but unbeatable in hand-to-hand combat._

 _Danger level:_ _ **EXTREME**_

* * *

. . . . .

* * *

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And that's a wrap for this chapter, folks.**

 **Well there you go, Ben finally unlocked his Balance Break…and with the help of the mysterious voice of all things? What is it, truly? What are its intentions? You'll just have to wait and see.**

 **I hope you all liked the little extract I wrote for Humongosaur and its origins and place within my story. I really enjoyed coming up with my own background for it in my version of the Underworld and wholly plan to write about the other alien/demons in future chapters. I would love it if some of you would give me names of aliens you'd like me to write about and I'll do my best to put them in chapters as early as I can.**

 **. . . . .**

 **Reviews**

 **Darth Ralan:** **I'm grateful for your review and would like to also say how glad I am that you're enjoying my story. The entrance for Waybig is still a way off, unfortunately but I plan for it to be epic in proportions.**

 **Treyalexander63817:** **I will neither confirm nor deny that Hex and Charmcaster will make an appearance. You'll have to wait and see.**

 **Nivek Beldo:** **I hope this chapter was up to your standards like the last one. As to your question regarding Grandpa Max: No. I won't be including him in the fountain of youth chapter. As you said, that was his episode in the cartoon, but the same won't be for my story. I have future plans for him in my story but that won't be for some time.**

 **I'm honoured that my story was the reason you discovered the world of DxD in the first place. It does raise a small question for me though: What brought you to discovering my story in the first place, if you don't mind me asking?**

 **MikeX713:** **Thank you for understanding. I hope this chapter was filled with more originality for you for now.**

 **I'm not going to spoil the surprise of the voice's identity. You won't get any information out of me until I'm ready to reveal it. I hope you liked the piece at the beginning with XLR8, even if it was a bit short. I had planned to use him before seeing your review but I'm glad you like XLR8 as he's another one of my favourite forms; you can't go wrong with super speed.**

 **SantoryuSekai:** **Alien X is an incredibly 'deus ex' alien in the cartoon and I have been thinking of how to bring him into my story, if at all due to his power. I've got some ideas but I'm not sure yet.**

 **Ultimatrix bearer:** **I hope you won't be disappointed with the fountain of youth chapter when I eventually release it.**

 **I don't really watch or understand Naruto or Bleach so I can't really comment on a match between the two of them.**

 **Reatssa:** **Firstly, I'd like to say hello and welcome to my story. Your idea for an arc revolving around a completed Excalibur is intriguing and, while I may not follow it to the letter, I can see several other arc ideas which I might use in the future.**

 **E-BLOK5290:** **Now there's a thought, a very good one at that. I think they would like that and, with the nature of The System it's not completely out of the realms of possibility.**

 **Rex:** **I've already planned for all the girls in the ORC (including Rossweisse when she eventually joins) to be part of Ben's harem but I don't intend for any girls in the student council to be a part of it.**

 **Joke Dagger:** **Thank you for the compliment. In regard to your thoughts (of which I'm grateful):**

 **1). I plan to have Kevin be a part of the Osmosian clan within the Underworld and have no plan to have him be a Fallen Angel. (2) I plan to include some mythologies but my main focus will be on the three factions and mythology. (3) No, I will not be including Skurd in my story. (4) Vilgax will be making an appearance but there** _ **won't**_ **be any ecchi scenes with him. (5) No, I think that would make Ditto or echo-echo too OP if they could each wield Ascalon or wear its armour. (6) Clockwork and his species will be referenced and possibly make an appearance.**

 **. . . . .**

 **Before I end my author's note, I'd just like to finish it off by explaining some things to you guys as to why I'll be taking a short break from my writing. In the week just before Christmas, my dad suffered from a major heart attack. Thankfully, the hospital was able to resuscitate him but he has yet to wake from his comatose state.**

 **This would be upsetting for any family so my thoughts go out for any of you who's lost a loved one from a heart attack too.**

 **I'm sure you would all understand that this traumatic event, as well as the eventual need for me to return to university, will hinder my writing for some time. I hope you will understand it if I don't release my next chapter in February.**

 **With my piece said, I, once again, wish you all a happy new year!**


	28. Family issues of the supernatural kind

**A/N: Greetings, strangers!**

 **First of all, I want to thank everyone for being patient with me while I've been coming to terms with my loss. I must let you guys know before you read this chapter that I've still got a lot of things to deal with. That being said tough, I really wanted to give you guys another chapter in my story as thanks for you being so patient with me.**

 **So, this is it, the chapter you've all been waiting for.**

 **. . . . . . . . . . . . . . . . . . . .**

 _ **Underworld outlands.**_

The Pillars of Silence.

That is what the tribes living around the two largest peaks of the Khorosian mountain range know them as from the stories of their ancestors. Living almost on the other side of the Underworld from both the Devils and Fallen Angels, it was all they had. The vast deserts and barren wastelands of which the territory known as Khoros is composed of deters most away from it while the deadly wildlife that calls it home kills and devours the rest. The various tribal-like 'city-states' dotted around the harsh land were called home by the Tetramands, the only known species to tame the Khoros wastelands, to a degree, and find a place to call 'home'.

However, the one place Tetramands have _never_ been able to tame and take control of were the two tallest mountains of the range as well as the gorge which led to the path to their summits. For eons, in the stories the elders told their younglings, never has a warrior who sought to climb the peaks and best the creature who lives somewhere within.

They may know the two peaks as the Pillars of Silence…but the beast which lurks somewhere within the multiple caves around the mountains has no name as nobody has ever returned from the mountains, nor are they ever heard from again.

Due to the lack of culture from the harshness of the barren wastelands, the Tetramand tribes have no idea exactly how long the beast has lurked within the pillars, only that it has been there for as long as their people can remember. For countless millennia and generations, many young Tetramand warriors from the surrounding tribes, eager to prove themselves, have confidently entered the mountain range to hunt down the strange creature which dwells somewhere within its peaks...only to fall as another victim to the creature.

Even the odd Vaxasaurian, separated from their herd and lost, has been witnessed entering the valley in search of their herd where they share the same fate as the Tetramands.

And it was precisely somewhere within this mountain range of death that the spectral Ectonurite believed its quarry dwelled. During the time before their lord and master had stirred from his eon-long slumber, his loyal Ectonurite servants had scoured both the Human and Underworld for what their master desired though they had, so far, failed to accomplish their lord's demands. They had even entered the Pillars of Silence, despite the strong aura of death they felt about it, only to fall to the same fate as the countless who entered before them.

It seemed whatever lived within was able to deal with the power of tangibility that they possessed. This led to them staying clear of the Pillars and searching elsewhere.

This wasn't the case now, though. With the spectral being's master awake and his wishes expressed, as well as the punishment for failure, it knew that it was necessary to search the pillars again for its target.

It reached the entrance to the valley just as the Underworld sky darkened, heralding the arrival of night and, after quickly weighing the risks of entering the valley with the price of failing its master, the spectral creature slowly glided through the air into the valley, judging this decision to be best for its own survival…despite the dark reputation of the Pillars.

It wasn't long after reaching the base of the mountain path that the spectre came across the first pieces of evidence to the countless warriors who met their fates to the beast. Weapons: rusted blades, busted axes and other, assorted weapons buried in the ground, each at various stages of decomposition from the sheer number of Tetramand warriors searching for glory to honour their tribe with. Even the odd Tetramand-sized skeleton lay prone in the ground, the only remaining evidence that the young warriors of the various tribes had ever attempted to conquer whatever lurks in the Pillars.

As it continued to follow the path up the mountain, making sure to stick to the shadows as it continued its climb, the Ectonurite took extra care to remain hidden so that it didn't startle whatever lived up here, though more importantly it was to ensure the best chances of its own survival.

The sudden sound of voices coming from around the next bend drew the spectre up short as it silently cursed at the possibility that another expedition made up of Tetramand warriors. The new norm now for the tribes where, instead of sending a single young warrior to their death, they now sent whole groups to the slaughter.

That was the last thing it needed. A group of stupid, barbaric, red-skinned brawlers trying to make a name for themselves and pissing off the spectral being's quarry.

Just as the Ectonurite was thinking of ways it would kill the troublesome hunting party, each more violently satisfying than the last, it glanced round the rock to eye up its prey only to be taken by surprise when it turned out that it wasn't a hunting party of young Tetramand braves but, instead, a band of humanoid figures, thirty strong. From the magic energy they gave off, it could tell that they were Devils, and from the weaponry they were all carrying, it wasn't difficult to work out what they were doing up in such treacherous mountains.

This being the first time anything other than a Tetramand had been foolish enough to hunt the sole occupant of the pillars, the Ectonurite decided to hold back on its plan to slaughter the party of devils…for now at least as curiosity got the better of it. Keeping its distance, it followed them as they slowly made their way up through the pass, across the path of bones from the multitude of fallen warriors from millennia past, listening to their conversation as they climbed.

"Why the fuck are we in these damned mountains again?" one of the devils, a blond-haired devil who wielded a vicious-looking halberd, cursed as he kicked a large skull and sending it into a nearby rock where it smashed into splinters. "We should be joining the fight against the false Devil Kings, not hiking up some fucking mountain chasing after a ghost story."

The obvious leader of the group, an armoured, raven-haired female devil turned her head and glanced back at the one who had spoken out. "Tell that to the bones you're walking over, Rax. I'm sure they'd love to hear that it's _just_ a ghost story," she stated firmly gesturing towards the bone-littered floor ahead of them. "I suggest you shut up and just do as you've been told. We've been ordered by our masters to find and secure whatever lurks within this desolate place."

"And what exactly are our chances of succeeding, boss?" a male devil, completely covered in dark armour complete with a two-handed, double-headed axe, asked as he sidestepped a particularly large bone protruding out of the ground. "I mean, how are we sure that we'll succeed where scores of Tetramand have failed in the past?"

The arrogant devil known as Rax spoke up before the leader could respond. He kicked another skull in front of him, smashing it to smithereens, with a profound sneer on his face.

"Because they were simply demons; weak, mindless barbarous demons, whereas we are pure-blooded devils," he sneered cockily. "We can easily defeat and capture whatever killed these beasts, of that I have no doubt. There's no way we can lose to a demon. No matter how strong they may think they are, there is no way that they could be stronger than us devils."

"I admire your enthusiasm, Rax, but caution should still be maintained," the leader of the group called back as she kept a cautious gaze at the path ahead of her. "Even the strongest of warriors can be defeated if taken by surprise. Now be quiet all of you. From the piles of bones before us, I believe we are getting closer to our quarry and would prefer not to announce our presence to it."

Obeying her orders with slight nods of the head and grunts, the band of devils fell into silence and slowed down their pace as they reached a plateau completely awash with more crushed bones and shattered weapons lying before the mouth of a gigantic cave entrance easily forty feet high, the dim light from the Underworld 'night' sky unable to penetrate the darkness of the cave interior which seemed to swallow any light which came into contact with it, not unlike a black hole. Even the devils with their enhanced eyesight couldn't penetrate for than a few feet into the darkness; a fact several devils in the group pointed out with brief hints of concern in their voices.

This was, without any doubt, the place they had been looking for.

Some distance away from the band of devils, the Ectonurite watched as they prepared themselves and slowly entered the swallowing darkness. Once it was sure that they had gone far enough into the cave it emerged from its hiding spot and slowly entered the cave itself.

* * *

. . . . .

 _ **Gremory Residence**_

Ben had never been happier to see anything as he was to see the Gremory mansion coming into view. Riding atop Tannin's back, Ben looked on as the huge building complex quickly grew in size on their approach until the huge dragon landed in the courtyard in front of the main mansion and Ben jumped off Tannin's back, sprouting his black, skeletal wings to slow his descent to the ground.

As he landed on the gravel covering the courtyard, Ben looked down at his hand which held the only thing he had brought back from his time in the forest and mountains, the tattered remains of his shirt. Having been totally destroyed over the course of his training camp, it was little more than strips of fabric, largely charred thanks to Tannin and his fireball attacks, and indistinguishable from clothing in his hand.

Of course, having nothing else to wear meant that he was currently standing in the Gremory courtyard with just the bottom half of his gym clothes. His upper body was completely bare, showing off how much it had developed over the course of his training with Tannin. As well the several bruises he had developed, his muscles had grown and his overall figure had become leaner than before.

"I'll be heading off now," Tannin declared, attracting Ben's attention back from the joy he felt at finally returning to civilisation.

"Are you going to be attending this party that's being thrown on the eve of our Rating game against Sona?" Ben asked Tannin.

"Yes I am. Sirzechs invited me. I hope we meet again there, Ben," the huge dragon replied with a slight nod of his head before standing up to his full height and unfurled his expansive wings. With a massive flap of his wings, Tannin took to the air, quickly rising into the sky. After reaching a height of 1,000 feet in just a few seconds, he turned back to look down at Ben and placed his right hand over his breast.

"It has been an honour to help train the wielder of the Dragon All father," he shouted down at Ben. "I hope to have that honour again in the future!"

With his piece said, the huge, purple-scaled dragon turned his back on the Gremory mansion and flew away, quickly departing behind the mountains in the distance and out of sight as he headed back home.

"Hey, Ben," a familiar voice called out, drawing Ben's head away from the mountain Tannin had disappeared behind, looking to his left to see Kiba walking along the gravel courtyard towards him. The first thing Ben noticed was how battered and bruised the blond knight was; while nowhere near the same state as he was in, Kiba's jersey was still tattered, barley hiding the noticeable bruises underneath.

It was clear that Ben wasn't the only one who had gone through a hellish training regime over the last few weeks.

"Shit, Kiba," Ben said, looking over his friend and comrade's battered body when the knight reached him. "You look like crap."

"Heh, I feel like it too," Kiba chuckled as he examined his bruised body. "Though, you look like you've been through worse," he stated, observing Ben's bare, bruised chest with interest.

"Although, I must say that it did wonders for your body. It looks even more buff than before," he observed with a slight nod of his head.

Not expecting that comment in the slightest, Ben was taken aback by Kiba's statement and stared at the blond knight with an expression of surprise adorning his face. As he stood there, still reeling from Kiba's 'completely-out-of-nowhere' statement, he subconsciously crossed his arms over his muscular chest.

"That's…uh…very flattering for you to say, Kiba, but you're not really my type," Ben replied with a nervous chuckle.

"What?" Kiba asked with confusion before realisation quickly sank in. "No, I don't mean it like that. I was just saying that you've become more muscular since I last saw you. You look about the same size as Sairaorg now."

Ben looked back down at his body and found himself unable to disagree with Kiba's statement. His body had greatly developed as a result of his extreme training and, just as the Gremory knight pointed out, now had an appearance similar to that of the Bael heir. He'd never thought about it before…but now that his attention had been drawn to it he couldn't help but notice the similarities.

Before he could make another comment, the two devils were joined by Xenovia who, due to the over-enthusiastic approach she took with her training, had been covered almost completely from head to toe with bandages. It instantly reminded Ben of a mummy from ancient Egypt; something he couldn't help but note with a chuckle to the blue-haired knight who puffed up her cheeks with indignation, an action which brought another smile to Ben's face.

Shortly after Xenovia arrived, Asia also joined their steadily growing group. As she approached them she noticed Ben's bare chest and her face flushed bright red. Despite this, though, the blonde-haired ex-nun found herself unable to resist touching his chest lightly. When she realised what she was doing, Asia's reddened complexion only grew more intense and she quickly pulled back her hand as though she had just been electrified.

"Well, it looks like you all made it back safely."

They all turned towards the Gremory house doorway to see the crimson-haired heiress herself making her way down the stairs to greet her peerage on their return. When she descended the stairs, reaching the gravel-covered courtyard she quickly and swiftly made her way over to Ben who she then embraced, resting her head on his bare shoulder.

"Hey, Rias. It's good to be back," Ben told her as he loosely wrapped his arm around her waist and rested his cheek on her crown.

"It's so good to see you too, Ben. You've become so…buff since I last saw you," Rias muttered with a content smile on her face. "Your chest is so toned, and your arms are so…thick." A small blush appeared on her face as she ran her soft hands along his chest and arms.

Rias continued to embrace Ben for a few more seconds before she remembered the initial reason she had come to greet her peerage's return. She, albeit reluctantly, detached herself from Ben and turned to the rest of her peerage.

"Now then, if you would all like to come in, get a shower and get changed, we'll all meet up and discuss the outcomes of our training," she instructed and led the way back into the house, though making sure to keep close to Ben, trapping his left arm in the confines of her large chest while Asia claimed her usual spot on the other side of Ben, his right arm pressing against her own chest as they all entered the mansion.

* * *

. . . . .

 _ **Later**_

It was the first time all members of Rias' peerage had been gathered together since their training had begun what felt like months ago. After Ben and the others had cleansed themselves in the warm, refreshing showers located in their rooms and got changed into a fresh pair of clothes that had been delivered by servants of the Gremory family, they all reconvened in Rias' own private wing of the house and were now sat down on sofas in the living room adjoining her bedroom.

Once they had all gathered together, Azazel included, they each began to recount their training experiences. As they each told everyone their tales, Ben couldn't help but quickly deduce a steadily growing pattern, one he wanted to bring up with Azazel.

"Hey, Azazel. Why the hell was I the only one who had to survive in the wilderness for my training?! Everybody else got to live either in the mansion itself…." He gestured towards Kiba and Xenovia, "…or they were allowed to stay in villas or cottages! Why was I the only one freezing my arse off in the mountains?!"

"Also…," he continued with arms crossed over his chest and a disgruntled expression on his face as he glared at the Fallen Angel, "…why was nobody else's training as intense as mine? I was the only one dealing with a huge dragon chasing me around a mountain trying to turn me to cinders and needing to hunt for food and water."

"I had complete confidence in your abilities to survive Tannin's training method," Azazel replied nonchalantly, waving his hand dismissively to emphasise his point. Looking at his physical changes, the Fallen Angel Governor-General continued. "You still surprised me though. I'd hoped you would be able to trigger Azmuth's Balance Breaker but even I thought you'd need more training than what you've just done. You've surpassed a great many devils over the course of your training and should be proud of your achievement."

"I suppose you're right," Ben conceded, finding himself unable to argue with Azazel.

"It's a pity you weren't also able to attain the Boosted Gear's Balance Breaker, but I suppose that would be wishful thinking. I reckon if you were to train with Tannin for at least another month you'd be able to attain it. Unfortunately, that's not possible, the big party tomorrow and everything else going on." He sighed and stood up from his seat, his hands in his pockets as he slowly paced around the gathered devils.

"Hmm, I guess it's a good that you weren't able to attain the Balance Breakers of both Gears. It's completely unheard of for a human to have two Sacred Gears, let alone two Longinus gears, and it's impossible to know what the effects attaining two Balance Breakers at once would have on your body."

"It sounds like it was probably best that I couldn't do it then," Ben summarised with a confirming shake of the head from Azazel.

"Well, I guess that's everything we needed to discuss in this meeting," Azazel stated, clapping his hands together. "Tomorrow's the big party so you are all dismissed for the day," he declared, officially ending the meeting and disappearing in a magic circle shortly after.

The training of Rias Gremory and her peerage had officially come to an end.

* * *

. . . . .

 _ **The next day**_

The day of the party had finally arrived. Ben currently found himself standing on his own in the atrium of the huge building where the Devil King-hosted party was being hosted as he waited for Rias and the other girls to appear, revealing their choice of dresses for the party. He, himself, was dressed in a fancy tuxedo that Rias had picked out for him. He could hear the sounds of the party seeping through the partially ajar double doors across from him as he sat down on a cushioned bench, checking over his tuxedo for the fifth time that evening.

"Hey Tennyson," Saji called out as he entered the atrium, sitting down next to him and straightening out the collar of his own tuxedo as he did so.

"Hey, Saji," Ben replied, looking towards his fellow pawn. "You waiting for Sona?"

"Yeah, the council president and the others went to get ready so I was just wondering around by myself until I spotted you sitting here," Saji explained. Ben nodded his head and explained that he was in the same position.

The two sat in silence for a few minutes, listening to the noises coming from the next room when Ben eventually broke the quietness between them.

"Not long now until our rating game."

"Yeah, not long now. How did your training go?"

Ben groaned before answering. "Urgh, I was chased around a mountain by a dragon."

"Wow. I wasn't expecting that. My training was nowhere near as intense as that but I've grown a lot stronger since we last met," Saji replied confidently with a clenched fist.

"Sona's dream was create a school, right?" Ben asked, changing the subject. Saji glanced at him and nodded in confirmation. "I was just wondering what your dream was. Don't you have something you want to do?"

"M-Me?" Saji asked, caught off guard by the sudden question went quiet, as though he were debating whether or not to answer or not. After a few seconds of silent debating in his head, the Sitri pawn took a deep breath and raised his head. "Yeah, there is something I want to do. I want to become a teacher for Sona's school."

"A teacher, huh?" Ben asked with a slight nod of his head as he crossed his arms across his chest. "That's a pretty good dream. Sona's got her work cut out with her dream to create a school for everyone…but if she succeeds…," he added, trailing off as the two of them imagined how Sona's idea would change devil society.

"I want the president's dream to come true. Her dream is my dream," Saji stated firmly.

"Well then, I hope you and Sona succeed with your dream but as Rias' pawn, I can't just let you win our upcoming rating game; if we find each other during the game I don't plan on holding back…and I hope you don't either."

"You're on," Saji said with a small smirk. "We'll show you what we're really made of. May the best man win."

"May the best man win," Ben mirrored with a smile of his own.

"Sorry to keep you waiting, Ben," Rias' voiced called out.

Looking to his right, Ben saw that everyone had arrived at last, including Sona and her peerage which Saji stood up for and joined before they went ahead and entered the ballroom. Ben barely registered that though as his eyes were fixed on the young women before him. They were all wearing stunningly beautiful dresses which reminded Ben of fairy tale princesses. Rias and Akeno looked positively striking in their dresses which they filled out well. Xenovia's dress was beautiful though it was clear that she had never worn a dress like this before if her uncomfortable expression was anything to go by. While Xenovia was uncomfortable with her apparel, Asia was embarrassed instead, even though she looked so adorable in her dress. Koneko didn't seem to notice that she was wearing such a cute dress from the blank emotionless expression on her face.

And then there was Gasper….

"Gasper, why are you wearing a dress too? Ben asked with a sigh. He didn't want to admit it but the pale blond-haired dhampir fit into the dress he was wearing really well, like 'easy-to-confuse-him-for-a-guy' well.

"W-What? I wanted to wear a dress too," Gasper whined, looking down at his dress and straightening it out.

"Of course you did," Ben muttered with exasperation as he facepalmed.

"Well then," Rias spoke up, wrapping her arm through Ben's and pressing herself close to him. "Shall we head in?"

As the Gremory procession followed in the wake of Sona's peerage, they pushed open the doors to the gigantic ballroom and joined the party.

As they slowly made their way through the throng of people, Ben glanced around as he searched for anyone he recognised. When he failed to do so, he turned to Rias. "Where's Azazel and your brother? Wasn't this whole party a sponsored event by him and the other Devil Kings?" he asked her under his breath.

Tilting her head up to his, Rias responded in an equally quiet voice, "They're having a private meeting at the moment. Once they're finished, they'll join the party to announce an important guest to assist us in destroying the Khaos brigade."

"Right," Rias said, changing the subject as she recognised several important noble devils before her. "I'll be greeting to all the big families who have come tonight so remember your manners, okay?"

"Sure, I can do that," Ben told her before noticing that, even though there were a lot of distinguished families gathered together tonight, they didn't seem to be paying Rias, Sona nor any of the other successors any particular attention upon their arrival. "This party was set up for young up-and-coming devils, wasn't it?"

"Yes…in the official sense. However, it's an annual custom among noble families and the whole 'party for the next family heads' thing is really just an excuse for them to get together and enjoy themselves," Rias explained for him. "They won't be very excited when they see us."

Even as she told him this though as, when she left her peerage to go and greet the noble devil families, they all perked up when they noticed her and eagerly turned to greet her and praise her with admiration.

Ben smirked as their various praises reached his ears.

"Lady Rias! You've become even more beautiful since we last saw you…."

"Sirzechs must be so proud of you…."

Ben chuckled as he watched Rias get fawned over by the distinguished devils. "They won't be excited, huh? I guess being Lucifer's little sister makes her a bit different than simply being the Gremory heiress," he observed, Kiba smiling and nodding his head in agreement.

"Urhh…so many people," Gasper whined from his hiding spot behind Ben.

"Weren't you trained to get over your fear of people?" Kiba asked from behind Ben.

He didn't need to see the young dhampir to feel his fearful quivering and faint murmuring of "Please don't remind me" at the mere mention of his training.

They were interrupted when Xenovia walked up to the table their group was standing beside and laid down the tray of drinks she had brought over for them.

"I've brought drinks for everyone," she told them as she picked up a glass and handed it to Ben.

"Thanks," Ben said, accepting the glass with a smile that caused Xenovia to blush slightly and look away from him and hand out drinks to everyone else who accepted graciously. She had even had the forethought to bring a glass of tomato juice for Gasper who was especially thankful.

As Ben made to take a sip of the drink Xenovia, he felt a hand rest on his shoulder. He looked around to see the owner of the hand was Rias.

"What's up?" he asked her.

"There are some people I'd like you to meet," she explained, waiting for him to put his drink down on the table before allowing her to pull him back towards the throng of various noble devils.

It turned out that it wasn't just a fluke when he was recognised by the public at the train station when they first arrived; since he had last been in the Underworld he had become something of a celebrity amongst the devil nobility too. If it wasn't enough that he was the possessor of not only the Red Dragon Emperor (Something which was a massive feat on its own!), but he was also the first person to ever wield Azmuth's Sacred Gear, a fact that the devil faction would not soon forget.

His image had also been raised significantly by his actions during the ambush at the peace summit including his giving Ascalon to Michael to help fix 'The System'. It was the first time he could see what the general reaction was among the noble devils to his decision, and overall, from what he could tell from the way the devils he was introduced to by Rias, his decision was received really well amongst them…well, the devils who were sincere in the wishes and beliefs of Sirzechs and the other Devil Kings to forget the past and look to the future.

As Ben was led around the huge ballroom and introduced to the numerous high-class devils he couldn't help but be thankful for the etiquette lessons Rias' mother had given him which were more useful than he initially realised.

* * *

. . . . .

 _ **A few minutes later**_

"Ah, that was exhausting," Ben sighed as he sat down in his seat.

After Rias had finally finished introducing him to what felt like everyone in the whole ballroom, she let him return back to Asia and the others while she and Akeno remained within the throng of devils as they conversed with some female devils. Kiba stood away from their group, also surrounded by female devils who were conversing with him.

As it was the first sort of party they had ever been to before, Ben, Asia, Xenovia and Gasper were all mentally drained from the party and watching from their table in the corner.

As Ben picked at the plate of food Xenovia had kindly brought him and everyone else, he silently watched as male devils came to their table and introduced themselves to Asia. He could understand why they were drawn to her; her cuteness was extremely high, but he didn't want to suffocate her by keeping any male who showed an interest in her away.

That would be a dick move on his part.

That didn't stop him from keeping an eye on them though. He wasn't a dick but he wasn't ignorant either. An innocent creature like Asia could easily be taken advantage of by certain individuals and that was something he simply would not allow to happen.

"Well look who it is," a female voice spoke up behind him.

Ben turned around to see a girl who looked to be the same age as Koneko wearing a pretty dress standing before him. Even when sat down, he was at eye level with her though he needn't have been to recognise her.

"It's been a long time, Dragon All-father," Ravel Phenex stated, her hands on her hips.

"Well if it isn't that dickhead, Riser's, little sister," he observed, unfazed if she was insulted considering what he went through with her brother.

He tapped on the table and muttered to himself, "What was it again? Mabel? Raven?"

"The name's Ravel Phenex!" she stated, interrupting him with a frustrated look on her face.

"I'm just messing with you. I remember who you are," Ben responded with a warm smile on his face, not missing the small blush which formed on Ravel's cheeks at his smile but continuing to spare her embarrassment. "How's your brother doing by the way? I haven't seen him around here yet," Ben asked her calmly, casting another glance out to the crowded party though still couldn't spot the familiar blond-haired prick from where he was sat.

"You won't find him here tonight," Ravel told him, managing to bring her blush back under control. "Thanks to you, he does nothing but brood after his defeat by your hands and having Rias' stolen away from him. It was a bitter pill for him to swallow…but a necessary pill nonetheless."

Ben stared at her, giving her his full attention. "I must admit; I wasn't expecting you to think like that. Aren't you part of his peerage?"

"Not anymore," the blonde-haired Phenex retorted with a shake of her head, the twin frills in her hair swaying from side to side. "Shortly after his defeat, I ended up becoming a part of my mother's peerage."

Ben's eyebrows rose at this statement.

"I had no idea that was possible," he told her with interest. He only knew the basics of the Evil Piece system and was eager to learn as much as he could about it whenever he got the opportunity.

"Oh, you don't know about 'trades'?" Ravel asked, not condescendingly as Ben knew her brother would, but with genuine curiosity.

When Ben shook his head at her question she explained it for him. "Under the rules of the system, Kings can trade pieces with each other as long as they're the same piece though. For example, you couldn't trade a bishop piece for a rook but you can trade a rook piece with another rook piece," she explained for him.

"That's pretty cool," Ben said, stroking his chin in thought. "So what do you do now?"

"Well, my mother doesn't participate in rating games so I'm essentially a freelance bishop who can do what she wants and join the peerage of another king if they agree…." Her voice dropped down to a muttered whisper as she looked away, another blush forming on her cheeks. "…perhaps even the Dragon All-father's someday."

Thanks to his devil-enhanced hearing, Ben had no issue hearing the last part of Ravel's statement but he didn't want to embarrass the young devil so swiftly changed the subject.

"You can knock it off with the title, you know? You can call me Ben like everyone else I know, seeing as that's my actual name, ok?" he told her without malice in his voice.

"Really?!" Ravel asked him enthusiastically. "I can call you by your actual name?"

"Yeah, I don't see why not," Ben shrugged, giving her another warm smile.

Stifling a cough behind her gloved hand, Ravel reverted back to her initial, formal stance. "I-In that case, I'll refer to you as Ben," she told him with conviction in her voice which was dampened by the small blush forming on her face for the third time in their conversation.

This time, though, she was saved by the sudden appearance of another female devil he recognised from his rating game against Riser.

If he remembered correctly, her name was Isabela. Unlike Ravel and the other female devils around their table, instead of a dress she was wearing a loose but smart shirt and trousers, a half mask covering the right side of her face.

"Lady Ravel, a friend of your father wishes to speak to you," the Phenex rook told Ravel in a formal manner.

"Thank you, Isabela," Ravel said with a nod towards her brother's rook before returning her attention to Ben again. "I hope it won't be too long before we meet again, Ben. Maybe next time you would like to have some tea with me…." Her face reddened up brighter than any other time in their conversation. "…a-a-a-a-ah, that's only if you want to that is! I could maybe treat you to a homemade cake I m-m-made myself if you'd like."

Before he had the chance to give her an answer, Ravel grasped the hem of her dress, curtsied and then quickly left, disappearing into the crowd.

He couldn't help but shake his head and chuckle under his breath as she departed. He then turned his attention towards Isabela who was staring at him silently.

"So how are you doing, Isabela? You fully healed after our last fight?" he asked her politely.

"I'm doing well, thank you for asking," she replied with a slight nod. "You've gotten stronger since then, I hear. That's good to hear; the stronger you get, the better my story will be when I tell how I was one of your first opponents."

Ben chuckled at her statement. "So, are you here as Ravel's escort?"

"Something like that. You know…she found your fight against Riser to be very impressive. In fact, you're all she really talks about since the engagement party."

"Really? Well I guess it's only polite that I accept her invitation to tea."

"I'm sure she'll be delighted. Now then, if you'll excuse me. Hope you enjoy the rest of the party," Isabela said, bowing her head slightly before following in Ravel's wake.

"Hey, it's a party. What could possibly go wrong?" Ben asked after her with friendly sarcasm in his voice as she, too, disappeared into the crowd.

"Wow, you really have an effect on women, Ben," Gasper said with admiration in his eyes.

"It's not like I can help it," Ben retorted light-heartedly.

Suddenly a tingle followed by a wave of unease washed over Ben and he turned his head to his right and, out of the corner of his peripheral vision, a black cat entered his view, quickly making its way through the crowd, apparently invisible to everyone else but him.

He didn't know why he could sense the cat's presence when nobody else seemed to be able to but the one thing he did know was that it was no ordinary cat. It seemed to radiate with strong, dark magical energy though it was very faint. As if the universe was hell-bent on correcting him, as the black cat slipped through the partially open doors from the ballroom to the atrium, Koneko appeared, seemingly, out of nowhere and also slipped through the doors, clearly heading wherever the cat was going.

He couldn't help but notice the look of worry and fear on her face before she disappeared through them.

Sensing something was wrong, he placed his drink back down on the table and slowly stood up and made his way towards the large ornate doors.

"What's wrong, Ben?" Asia asked, seeing the intense look on his face. He blinked, removing the expression from his face and replacing it with a warm smile when he looked at her.

"Nothing. I'm fine. I'll be back in a few minutes."

"Ok, but be back soon. Rias' brother is going to make his appearance soon."

"Don't worry, I'll be back before then," Ben told her as he headed towards the doors. He passed through the doors just in time to see Koneko disappear behind the closing doors of one of the lifts at the end of the corridor. He hurried over to the other lift and called it, looking up at the arrow above the lift showed that it had come to a stop at the ground floor.

When the lift doors finally opened for him, Ben entered the lift and pressed the button for the ground floor but before the door closed behind him, another person swiftly entered the lift. He looked around to see that it was Rias.

"What are you doing here?" he asked her with confusion.

"I saw Koneko leave the party and you follow after her in a hurry with a sharp expression on your face and just knew something was wrong," the crimson-haired heiress explained as the door closed fully and the lift began its swift descent.

"And so, you came after me?"

"Of course, I'm always watching," she declared sweetly.

* * *

. . . . .

 _ **Later**_

When the lift finally made it down to the ground floor, the pair of them quickly exited the lift and hurriedly made their way out of the building as they searched for where Koneko had gone.

"This way!" Ben said firmly before taking off towards the back of the huge building with Rias hot on his trail.

"How do you know?" Rias called out after him as they ran.

"I'm not really sure. I can still sense whatever it was Koneko was chasing after but it's growing faint very quickly," Ben replied as he ran.

They turned the corner of the building to reach the back of the building at the dark forest that the building resided before.

"Dammit!" Ben cursed, coming to a stop just before the forest thicket, punching the air in frustration. "I've lost track of her."

"I think I have something that can help," Rias said as she hurriedly summoned her bat familiars which took off into the sky as they searched for the trail again. Ben and Rias had no choice but to wait for their return, something which didn't sit well with Ben as he grunted in annoyance.

After a moment of tense pacing, Ben couldn't take the silence any longer. "This is her sister's doing, isn't it? It's the only thing I know which can make her act like this."

"Maybe, if you saw a black cat then it's a very strong possibility. Koneko's sister…," Rias began to say before she was cut off mid-sentence by the sudden return of her familiar. It landed on her shoulder and seemed to speak to Rias telepathically as, when it disappeared in a small cloud of smoke, Rias suddenly gestured for him to follow her as she headed into the forest.

"This way!" she shouted as she took off into the forest with Ben hot on her heels. Thanks to his devil-eyesight, Ben had no difficulty traversing through the forest thicket.

They ran for a few minutes before Ben suddenly felt the same aura he felt from before it hit him like a wall. He slowed down his pace, taking hold of Rias' wrist as he did so and came to a stop in the shadows of a large tree and thick thicket.

"Shhh," he whispered to her, holding his index finger to his lips as the sounds of voices slowly emanated through the bushes from the clearing ahead of them.

He peered through the thicket and saw Koneko standing in the middle of the clearing, staring up at a thick branch opposite where he and Rias were hiding with a restless expression on her face.

It was then that he registered the sound of another, unfamiliar voice entered their thicket.

"You're looking good, Shirone. It's been too long since we last saw each other, isn't it?"

Ben followed Koneko's gaze up towards the tree to see a young, attractive raven-haired woman wearing a black kimono lying on the branch above them. He was immediately drawn to the distinctive, black cat ears protruding from her head…just like Koneko's had done when he had visited her after her collapse from training.

"So that's Kuroka," Ben whispered as he glanced up at her from the hiding spot he and Rias were in. Rias only gave a small nod of her head which he caught in his peripheral vision.

"Kuroka," Koneko said, unknowingly also confirming Ben's statement, subtly shaking as she looked up at her older sister.

"What's with the hostility in your voice?" Kuroka asked with a mocking tone. "After all, we are sisters."

"I'll admit that I'm impressed that you were able to follow the black cat I sent into the party, mrrow," she purred, stroking the black cat in question with her index and middle fingers slowly. "I had to limit my aura so to not attract the attention of that devil brat that's got Val's tits so wound up."

"What are you doing here, Kuroka?" Koneko asked coldly, ignoring her insult as she glared up at the raven-haired Nekomata.

"Aww, there's no need to make such a scary face, Shirone. We heard about this big party the devils were holding and one of our colleagues wanted to gate-crash it for whatever reason." She purred and sat up on the thick branch. "I guess you could say, curiosity got the better of me, mrrow."

"Ahh, here you are," a familiar voice called out from behind Kuroka.

A figure emerged out from between the trees, a figure Ben recognised from the battle at the peace summit.

Bikou.

"What are you doing here, monkey-man?" Kuroka droned in a bored tone, casting a quick glance at the new arrival before returning her attention towards Koneko.

"You were taking too long so I thought I'd come and see what's up," Bikou replied with a shrug before turning to where Ben and Rias were hiding. "You two can come out now. With our senjutsu, it's a trivial matter detecting your spirit, even if you try to hide yourself from us."

Deciding there was no point kidding themselves into believing he was lying, they emerged from their hiding place and entered the clearing. Koneko spun around to stare at them with a surprised expression on her face.

"Ben? Rias? What are you two doing here?"

"We were just out for a walk when we stumbled across you and, being the good friends that we are, thought we'd see what was going on," Ben explained calmly, his hands in his pockets as he turned his gaze towards Bikou. "It's been some time since we last saw each other, Bikou. How's Valerie been doing?"

Bikou chuckled before answering. "She's doing well. As for you…I see you've gotten stronger since I last saw you," he said leaning on his wooden staff.

"Who is this kid, Bikou?" Kuroka asked, dropping out of the tree and landing in a perfect cat-like pose and coming to stand next to Bikou.

"That would be the Dragon All-father."

Kuroka's eyes widened slightly in surprise. "Mrrow, really? This is the guy that Valerie won't shut up about?"

"The very same," Bikou yawned with boredom before continuing. "Come on, Kuroka. Let's get this over with…the _real_ party is about to begin after all and we don't want to be behind schedule."

Just as Ben was going to ask what Bikou meant by that statement, a dark aura washed over him from the direction of the party, taking all three devils by surprise.

"What was that?" Ben called out, looking in the direction the wave had originated from.

"Something's wrong," Rias stated with concern in her voice. "The gathering's under attack by someone!"

"So that's why you're here! Another terrorist attack?!" Ben concluded, spinning back round to glare at Kuroka and Bikou.

"Well, not us personally," Bikou explained with a bored shrug. "One of our colleagues was adamant at making their displeasure of the proposed alliance. I'm just here to act as backup for Kuroka who wanted to take advantage of this and come along, knowing full-well that her little sister would be here."

He turned to Kuroka. "Speaking of which, we've only got a few minutes before we need to get outta here."

"I'm not going anywhere without Shirone. Val will understand when she learns that Shirone has the same power flowing through her that I do."

Bikou sighed heavily. "I suppose you're right. She certainly would be a welcome addition to our little group."

"Yeah, like that was ever going to happen," Ben declared as he walked forward, placing himself directly between Koneko and the two Khaos Brigade members, his Sacred Gears appearing on his arms as he did so. "There's no way in hell that I'm going to let you take her away. I've seen the lengths Koneko went to in order to avoid using her Nekomata powers because of what she went through when you abandoned her."

Bikou chuckled condescendingly. "I've no doubt you've gotten stronger since I last saw you, kid, but you are nowhere strong enough to take on both me _and_ Kuroka. You and your red-haired master won't be harmed if you hand over the girl, understand?"

A small smirk slowly formed in the corner of Ben's mouth. "I never said it'd be easy to do so but I'm still not letting either of you near her."

"Neither am I," Rias declared firmly standing behind Koneko and draping her arms around Koneko protectively. "This child is a member of the Gremory household and one of my most precious friends. I won't let you lay a single finger on her."

The smirk on Kuroka's face vanished in an instant, replaced by a murderous glare aimed at Rias. "I don't really give a shit what you think she is. She's my little sister and I have every right love her and do what's best for her. A high-class bitch like you has neither of these."

As she finished saying this, Ben felt a sudden change in the atmosphere and immediately brought up his arms up a defensive stance in expectation of an attack. When none came, he glanced up at the sky to see that they'd been encased by a large barrier if the shimmering sky above them were any indication.

"So, you not only know senjutsu, youjutsu and devil magic, but how to alter space as well?" Rias asked, also looking up at the shimmering sky above them.

"I find it a very useful tool, especially in circumstances like this. I've covered this entire forest with a barrier, isolating it from the outside world, mrrow. No matter what we do now, nothing will escape the barrier and nothing will disturb us. If you refuse to hand over my little sister without resistance then I'll just have to eliminate you two. I apologise in advance if I take too much enjoyment in killing you, mrrow," Kuroka purred maliciously.

"We're not going to let you take her!" Ben reiterated firmly.

"Well, don't say we didn't warn you," Bikou said, spinning his staff in an arc around his body before skilfully adopting an offensive stance, primed to strike.

Ben brought up his arms as he took up a defensive stance. His eyes flicked between Kuroka and Bikou as he tried to formulate a plan on how they could get out of this situation. This proved to be an impossible task as his opponents were simply too powerful for him to handle on his own.

what he really needed was back-up.

As if waiting for him to come to this exact conclusion…."

"When I heard that Lady Rias and Ben had departed the party in a hurry and entered the forest, who would've thought I'd be caught inside a barrier…."

Ben looked up at the one thing he never expected to see.

"Tannin!" he exclaimed with relief as he stared up at the huge, purple-scaled dragon which suddenly flew over the clearing. "I'm so glad to see you!"

"Well, well, well," Bikou muttered with a light chuckle, completely ignoring Ben and, instead, focusing on the former dragon king. "Who would've thought that the famous "Blaze Meteor Dragon" would grace us with his presence."

He turned to look at his comrade. "It looks like we've got no choice but to fight now, Kuroka!" Bikou said with a gleam in his eyes and poorly hidden interest in his voice.

"You don't sound so put out at that," Kuroka chuckled before sighing. "Huh, very well. If we can take him then Ophis should be silent on our little trip. She might even smile if we take down another two dragons above the rank of Dragon King."

It didn't take a genius to realise that they were talking about Ben.

"Flying Nimbus!" Bikou shouted as a gold cloud appeared at his feet and sent him soaring into the air until he soon reached the same height as Tannin.

"Extend!"

The end of the staff in Bikou's hand suddenly grew in length as he aimed it at the large dragon, almost hitting him if Tannin hadn't avoided it with speed that didn't appear to fit his huge figure.

As the two powerful opponents quickly got lost in their battle in the skies of the forest, the three devils stared up at the dark sky, watching in amazement at the random bright flashes of light which lit up the sky as their battle raged. They were brought back down to their own predicament at the heavy sighing from the raven-haired woman before them.

"Urgh, what a stupid monkey," she muttered and turned back to Koneko. "So, Shirone…what's going to be your answer?" she asked with an intense glare.

Ben took up his previous space in between the two sisters and tried to appear unfazed by the sudden killing intent he suddenly felt emanating from Kuroka, despite the chill which ran up his spine.

"Enough, Kuroka!" Koneko cried, stepping around Ben and taking a few steps towards her sister. She stared at Kuroka for a few seconds before she visibly deflated and hung her head in defeat and resignation. "I'll…I'll come with you! Just please leave them alone!"

"No Koneko!" Rias cried, striding forward with purpose in her steps, quickly reaching her white-haired rook, placing her arms around her neck and embracing her tightly. "I won't let you do that! You've suffered so much and cried enough tears because of her actions!"

Koneko shook her head sombrely, already resigned to her fate. "It's no good. I know what my sister is capable of more than anyone. Her power is on par with an ultimate-class devil's. There's no way you can stand up to her and win!"

"Even so, I still can't just let you go like that!" Rias retorted fiercely, holding her close to her chest protectively.

"I can help you understand your power better than any devil ever could, Shirone. Don't you want to be as strong as your big sister, mrrow?" Kuroka asked sweetly though the killing intent surrounding her remained.

Koneko stared at the ground in silence for a moment before she shook her head firmly and looked up at her. "No…I don't need that kind of power…I don't want kind of power, the kind of power that brings misfortune with it," she muttered with a clear tremble in her voice as tears began to form in her eyes. Rias hugged her even tighter.

"Well, I guess you have your answer," Ben said, placing his hand gently on Koneko's head in a comforting manner and took a few steps forward. "You let yourself become consumed by your Nekomata powers, Kuroka and left a wound on Koneko's heart…a wound which will stay with her for her entire life. You betrayed her, Kuroka. You were her only family and you betrayed her, leaving her to be despised and abused by other devils when you ran away, to the point where they wanted her to be killed in fear she'd become like you," Ben stated loudly and firmly.

"As far as I'm concerned, you've lost the right to call her your sister," he added, with conviction in his voice. "Since taking her into her peerage, Rias has given her a brand-new life, one which shows her the best things in life. Koneko is an integral part of our group and I'll be damned if I let you lay a single finger on her!"

Though he couldn't see it from where he stood, Koneko couldn't contain herself anymore as full tears began streaking down her face at Ben's words. Rias also had watery eyes as she continued to embrace Koneko tightly.

"If you won't give Shirone to us then we're just going to take her by force. This is your last chance, Shirone, what do you say?" Kuroka asked, the enormous killing intent pouring out of her like a wave.

"…I don't want to go...and my name isn't Shirone; it's Koneko Toujou! I want to stay with Rias, Ben and everyone else! I want to live!"

Kuroka sighed sadly.

"Then die."

As she said this, Kuroka raised her hand in their direction and released a thick cloud of pale green mist which engulfed Ben, obscuring his vision completely, before he could react or mount any defence.

As the gas slowly dissipated, Ben was consumed by confusion when it appeared that he hadn't been affected by whatever the gas was at all. He looked around, confusion spread across his face at the lack of damage he had taken from the gas. He was about to launch a counterattack when he heard coughing behind him. He spun around to see both Koneko and Rias on their knees and coughing weakly.

"Rias! Koneko! What's wrong?!" Ben asked with concern, rushing towards the two girls and kneeling in front of them

"Interesting. So, you're immune to my toxic mist attack?" Kuroka muttered with slight interest.

"What have you done to them?!" Ben demanded, returning his attention back to Kuroka who he glared daggers at.

"Oh, they won't die immediately, don't worry about that. I've diluted the potency of my toxic mist to only immobilise them…for now. As much as I know what the outcome of a fight between myself and you three would be, I'll admit that I'm rather curious as to what kind of guy you are to get Val so hyped."

"You want a fight…?!" Ben growled deeply, bringing up his left arm and cycling through his transformation choices, a small smirk forming on his face as he found the form he wanted. "…I'll give you a fight you won't soon forget!"

 **[Transform…!]**

* * *

. . . . .

 _ **A few minutes before the attack:**_

 _ **The Devil King-sponsored party ballroom.**_

"I wonder what's taking Ben so long," Asia asked, looking around the ballroom with slight concern at her inability to find him.

In the time since Ben had abruptly left the party, more and more devils had turned up…even all the leaders of the three factions who, after greeting several important devils, were now gathered on the dais and conversing with each other about several matters.

"I don't know…," Xenovia added, also looking around for him though with no more luck than Asia.

They were brought out of their searches when Akeno made her way through the crowd and reached their table.

"Have any of you seen Rias or Koneko? I can't find them anywhere," she asked, an anxious tone clear in her voice as she looked between her fellow peerage members.

"Rias and Koneko are gone too?" Gasper asked with confusion as he sipped from his tomato juice.

"What do you mean "too"?" Akeno asked, her head spinning round to stare at Gasper, unintentionally causing the young dhampir to jump a little at her sudden action.

"Ben's left the party a while ago and hasn't come back yet," Xenovia explained, attracting the raven-haired queen's attention. "He had a strange look on his face as he left but told us that he wouldn't be long. That was over ten minutes ago."

"Ahh, here you are."

The four members of Rias' peerage gathered around the table all turned their heads towards the new voice. Before them stood someone that they all swore they had seen before, only they remembered him being a lot…bigger.

It didn't take more than a few seconds for Akeno to realise who it was. He may be a lot smaller than the last time they had seen him but there was no mistaking it….

"Lord Tannin?!" she asked with sudden realisation, her eyes widening slightly, an action copied by the rest of the devils around the table. "How might we be of assistance?"

Tannin chuckled deeply at the stares he was getting from them and decided to give them a brief explanation. "I shrank down to this size so that I could attend the party. It would be quite difficult for me to do so if I was my normal height, wouldn't it?" he asked, his answer coming in the form of muted nods.

"I just wanted to ask if you knew where I could Ben. I told him I'd be attending this party and wanted to speak to him; you don't happen to know where I can find him, do you? he asked, quickly changing the topic to why he was there.

"We don't know, sir," Asia told him politely. "He left the party a few minutes ago and hasn't been back since."

"He didn't tell us where he was going…," Xenovia added, glancing over at the door Ben had disappeared through a while ago, "…but he had a strange look on his face. I think he sensed something off and went to check it out but none of us could feel anything out of place."

"Hmm," Tannin grumbled, stroking his scaly chin with his talon as he followed Xenovia's gaze to the ballroom doors. "If there's one thing I've learned in the last few weeks I've been training him, it's that Ben has extremely sharp senses and one shouldn't doubt him even if it's only him who feels them. You don't mind if I go and find him, do you? Maybe Lady Rias and her rook are with him."

"Of course not, we don't mind," Akeno quickly replied with a kind smile on her face. "Shall we accompany you?"

"It's not necessary," Tannin told her with a slight shake of his head. "You should stay here and enjoy the party. If they return, it'd probably be best if you were here when they do so they don't disappear again looking for all of you."

Agreeing with the former Dragon King's reasoning, the four of them agreed to his plan and bid him farewell as he departed, quickly heading through the large ballroom doors in the wake of his pupil.

Not long after Tannin left, Kiba returned and they explained what was going on to him. They spent the next few minutes waiting as patiently as they could before simply 'waiting and doing nothing' became too much for them. They came up with a plan and spread out to carry it out, skirting around the ballroom and making their way through the crowd as they searched for their missing friends.

They met up again at the other end of the ballroom, just beside the raised dais where the leaders were gathered, and begrudgingly revealed that none of them had been able to spot their friends.

"I'm getting worried," Gasper whined fearfully. "What if something's happened to them?

"I'm sure they're fine, Gasper," Xenovia told him confidently. "Remember who we're talking about, okay? And even if there was a problem that was too much for them, they've got Tannin looking for them. He'll be able to handle anything!"

"She's right, Gasper," Asia added sweetly, doing her best to hide her own concerns.

"I-I suppose so," the dhampir muttered.

Akeno was just about to offer her own words of encouragement to them when, catching movement on the dais in her peripheral vision, her eyes glanced over and, once they locked onto someone she never thought she'd see again nor ever wanted to, glared up at the new arrival whilst also doing her best to avoid being seen by them.

The others noticed her sudden change of demeanour and followed her gaze to the new arrivals. Three people had now joined the leaders up on the dais. Two men and one woman. The one standing in the middle of the trio was an elderly man who sported a terrifically long, white beard, a pair of fancy spectacles resting on his nose, and wore a set of white, decorated robes while, in his right hand, he rested on a wooden, ornately decorated walking stick. Standing on the right of the elderly man was a dark-haired middle-aged looking man who sported a serious look on his face and wore a black business suit while standing on the old man's left was an attractive young woman with silver hair which came down to her waist, striking blue eyes and, like the other man, wore a business suit though this one was almost the same colour as her hair.

"Who are they?" Xenovia asked with curiosity.

As if hearing Xenovia's question, Sirzechs and the other leaders stopped their conversations and turned to face the new arrivals.

"Welcome, Lord Odin," the crimson-haired Devil King said, bowing his head respectfully. "It is fortuitous that you have finally arrived. I trust your journey here had no problem."

"Of course he didn't," Azazel chimed in, approaching them and coming to a stop next to Sirzechs. "I had Baraqiel act as his escort; one of my finest."

"Thank you for the compliment, my lord," the dark-haired man standing on Odin's right replied humbly with a nod of his head. When he rose his head, his eyes locked with Akeno's momentarily before she quickly tore her gaze away from him though the dark glare on her face remained and pointedly refused to look at him again even though she could feel his eyes boring into the back of her head.

When it was clear that she wouldn't look at him again, the Fallen Angel now known as Baraqiel sighed sadly and returned his attention to the conversation between the leaders.

"…though it's a shame several Norse Gods are against my decision to join this alliance," Odin muttered grimly as he stroked his magnificent beard.

"Yes, it is unfortunate that there are always those who stand in the way of progress, even if it's our best chance of survival," Michael said sadly as he came to join Sirzechs, Azazel and Odin. "I had concerns of major opposition to the 'System' being changed thanks to the Dragon All-father gifting us the two pieces of Ascalon. I have never been gladder to be proven wrong by the level of support from all three factions; after so many years of conflict and strife between us, it truly is a miracle."

"Ahh yes, I remember the ripple of power which spread throughout Asgard and the other mythologies. I had never felt anything like it before and doubt I'll ever feel something anywhere close to it again in my extensive lifetime as All-father."

"Speaking of All-fathers," Odin continued with a sly smirk on his wrinkled face. "Where is Old Azmuth at nowadays? I'd very much like to meet him…or rather, the kid who possesses his Sacred." A hearty chuckle escaped his lips. "Ha! To think that he now resides in a Sacred Gear. I can't even begin to imagine how grouchy and angry he must be to now find himself in this state. I can't imagine a worse fate for the Dragon God who spend his time traversing freely through the Gap, visiting other dimensions and worlds. It must be driving him insane!"

"On the contrary," Sirzechs cut in with a smile of his own. "My little sister tells me that, while he can be moody and distant at times, he seems to have a good relationship with his wielder, Ben, even if he does frequently argue with Ddraig who Ben also wields."

"The kid also possesses the Red Dragon Emperor?! Ha! Now I really feel sorry for him," Odin barked with laughter, turning the heads of many devils within earshot of the Norse God.

"After we have concluded business, I'm certain we can arrange a meeting between Azmuth and you," Azazel declared, slowly growing bored with the conversation. "So, shall we get all this formality over and done with already? I want to start drinking again!"

"You haven't changed since I last saw you, Azazel," Odin chuckled.

"Why would you change perfection?" Azazel asked innocently, drawing another laugh from the All-father.

"As much as I would love to argue about that statement, Azazel, I would also like to formally announce our alliance," Michael said in his beautiful, angelic voice.

"Same here," Serafall chimed enthusiastically, standing on the other side of Sirzechs.

With a chorus of agreement from everyone else, Sirzechs stepped into the centre of the dais and addressed the room.

"May I have your attention" he boomed, his voice echoing throughout the ballroom and attracting everyone's attention. "After many centuries of bloodshed, distrust and hostility, the three factions have finally made peace…something only a select few knew until now to be the last wish of God before His death so as to ensure our survival…."

The room was, unsurprisingly, taken off guard by Sirzechs' declaration and erupted into hushed whispers before Sirzechs continued speaking.

"Despite this monumental achievement between our factions after so long, there are those who reject the new world we are trying to build for everyone and seek to destroy this new world before it is built; they are, of course, the Khaos Brigade! In order to protect our alliance and defeat these terrorists, we have decided to unite our powers with that of Asgard. With the unification of our three factions and Asgard, we shall be taking a giant step forward to ensuring ever-lasting peace."

He turned and gestured to a large crystalline obelisk which stood on the other side of the raised platform where Odin, Azazel, Michael and the other Devil Kings had moved over to during Sirzechs' speech. It stood nearly eight feet tall and several inscriptions from previous signatories could be seen etched into the stone.

"This stone represents our commitment to this dream! Lord Odin, if you will please add your signature," Sirzechs requested loudly, his voice carrying even to the very back of the large room.

Odin nodded and moved to stand in front of the obelisk. As he activated a magic circle to magically etch his name into the stone….

"I object!" another, loud voice boomed from above where a large, purple magic circle suddenly appeared.

"Urgh, shit!" Odin grumbled, standing upright again and looked up at the magic circle as the silver-haired young woman quickly moved in front of him to protect him from any assailant. "I was hoping he wasn't stupid enough to do this."

Unlike the magic, transportation circles used by the three factions, the purple circle above everyone split in half and opened up, just like a set of doors, and a man floated through it and hovered above everyone. He had light blue hair which draped down his back and two small bangs. He wore robes similar to Odin though these ones differed with the different ornate markings etched into them.

As the magic circle behind the stranger disappeared, he glared down at Odin with a displeased look on his face, his arms crossed over his chest as if disappointed in something.

"What the hell are you doing here, Loki?!" Odin demanded loudly.

"What am _I_ doing here?" Loki retorted mockingly. "What are _you_ doing here?! I couldn't simply stand back and let our great All-father mingle with lesser, God-less mythologies! You disgrace, not just yourself but all of Asgard by associating with these…people," Loki barked menacingly, saying the last bit with derision dripping in his voice.

"I will overlook your insolence this one time. If you don't leave now and return to Asgard then, I swear, you shall regret it," Odin boomed, the authority of his title clear in his stern tone.

Loki seemed to pretend to think over Odin's offer before shaking his head. "I don't think so, _All-father._ I can't allow this alliance to happen; if it does then my plans to initiate Ragnarok are threatened and I just can't allow that to happen."

"So you're just another clown working for the Khaos Brigade? I should've guessed," Azazel said, adding his voice to Odin and Loki's verbal bout.

"How dare you suggest I'm working for a group of such low-class scum!" Loki bellowed with frustration, affronted at the mere suggestion. "It would be more apt to say I'm working _with_ them instead. This whole thing was my idea. Now let's get this party started for real; first I'd like to introduce everyone to my beloved son, Fenrir!"

Loki raised his hand into the air as he bellowed this and light emitted from his hand which lit up the entire room for a second or two. When it dissipated, it revealed the sudden appearance of a humongous wolf standing in the middle of the ballroom which had been cleared of devils at Loki's initial arrival. It stood at a staggering ten metres tall with ash grey fur and two large, yellow horns protruding out of its shoulders.

The wolf glared at the devils soldiers who had rushed into the room and surrounded it before it unleashed a deafening roar which knocked the guards in front of it as well as a few high-class devils onto the floor and into the far wall.

"And that's not all!" Loki barked, attracting the majority of the room's occupants once more. "There are others I'd like to introduce you to some projects that someone I think _you'd_ remember, Azazel: Dr Animo!"

"Oh fuck!" Azazel cursed, instantly turning serious at the mention of the name of the exiled and disgraced Fallen Angel scientist. "What is that crazy bastard doing with the Khaos Brigade?!"

"Why, he's heading their scientific teams," Loki taunted with a malicious smirk on his face. "He asked that I test out some of his latest toys and, I'll admit that they intrigued me so I accepted.

With this, Loki snapped his fingers and several magic circles appeared in the air around him and twenty large, humanoid figures dropped down out of them and landed around Fenrir with loud bangs which left huge cracks in the floor. The figures slowly and clumsily picked themselves up off the floor and stood up to their full height of nine feet tall…eleven feet if you counted the large electrical pylons protruding from their shoulder blades.

The first thing that most of the devils within the room who used to be human thought of when they looked upon the grotesque forms before them was Victor Frankenstein's monster (an apt comparison Azazel would think when he considered the creator of these monsters). For the rest of the devils in the ballroom, the first thing they noticed was the overwhelming stench radiating off the creatures.

Their skin was a dark greyish yellow and added to their horrific appearance with the fact that it appeared as though their body had been stitched together from several different creatures. Their heads were covered by black hair which looked unnatural on them as well as messy sideburns which ran down their decaying faces. They each wore black, tattered trousers which did little to hide the decaying flesh that was their legs. As well as the stitching which covered a substantial portion of their bodies, there were also several metal bolts slightly protruding from their chests and two bolts protruding from the side of their necks.

The thing that scared a lot of the ballroom occupants was that, despite the stitching, stench of decay and low, animalistic growls that gave them the appearance that they were fragile monstrosities, they oozed with power and strength.

"Quite a sight, aren't they?" Loki chuckled from where he hovered.

"What are these abominations?!" Michael demanded as he stared at the creatures around Fenrir, his angelic position the only thing keeping him from allowing his revulsion at the sight before him to be seen.

"Just a little bits and bobs that the good doctor put together out of sheer curiosity. He wanted to see what they could do and I wanted the announcement of my plan to initiate Ragnarok to be remembered," Loki retorted, the smile on his face only growing more malicious by the second.

"I do hope you don't disappoint me," he added before snapping his fingers once again.

"Attack!" he barked and both Fenrir and the monstrous creatures charged forward at unnatural speeds and began to unleash mayhem.

* * *

. . . . .

 _ **In the forest**_

*Boom*

"Argh! Shit!" Ben cursed as he found his Water Hazard form flying through the air until he came to an abrupt halt when he struck the floor with a dull *thud* which stirred up a small dust cloud.

"Ben!" Rias cried out with concern as she tried to move towards him though, thanks to the paralyzing effects of Kuroka's toxic mist, she found herself immobilised and completely incapable of moving.

From within the dust cloud, there was a brief flash of red light which, after the cloud had dissipated, revealed Ben's bruised body, a thin line of blood trailing down his chin from where he had bitten his lip during the fight.

"Is this really the same person that Valerie gets so worked up over? If it is then I must that I'm disappointed in her choice of rival," Kuroka's taunting voice called out from the treeline.

Ben spat out a glob of blood as he looked up the trees where the raven-haired car demon sat on a branch, without a care in the world as she stared down at Ben with a bored expression on her face.

Had it been any other opponent who stood before him with their defences lowered, Ben may have taken advantage of it. However, he wasn't fighting any old opponent as the several other Kuroka's sitting in similar branches all around the clearing would attest to. Thanks to her high-level illusionary magic and mastery of the art of Youjutsu, Kuroka could create clones of herself, each one completely identical to the other which made it virtually impossible to tell the real Kuroka from the fakes unless one was skilled in reading the flow of Ki in the area. Despite this though, Ben's saving grace came in the form of the clones being unable to attack him; only the original could do that.

Even with this slight advantage, Ben found himself almost completely helpless against Kuroka's magical onslaught. He found himself constantly on the defensive and during the very few instances when he could launch a counterattack, he seemed to always hit one of her clones which she quickly replaced.

His Orishan form was the third form that had been completely defeated during the fight and Ben could feel that, unless he could come up with a proper plan, there was a very good chance that he was going to lose this fight and that was something he didn't even want to contemplate. If he lost this fight then Koneko would be forcibly taken by her sister and who knows what she would do to Rias.

"I bet you thought you would be able to act all high and mighty in front of my little sister, didn't you?" the 'Kuroka' to his right asked with mirth in her voice.

"You thought she'd throw herself at your feet when you defeated her nasty big sister and defended her honour, mrrow," the one on his immediate right added with a soft chuckle.

"What do you think she sees now?"

"A bloody, defeated weakling!"

"A disgrace!"

"A failure!"

The other Kuroka's all around him began adding their voices to taunting him and demoralising him, something which Rias and Koneko couldn't bear to see.

"You think you've beaten me?" Ben asked, coughing up some blood which he wiped away with the tattered remains of his tuxedo jacket. "I'm just getting started."

' _I hope Rias' parents don't bust my arse for ruining the suit they lent me,'_ he couldn't help but think as he looked down at his ruined attire.

He took a step forward, various plans still formulating in his head with none more likely to work than the last, but stopped when he felt something tugging on his trousers. He glanced down behind him to see that it was Koneko who had stopped him.

"Please, Ben…," she muttered weakly, the effects of the mist still coursing through her body. "You can't beat her…and I can't watch her hurt you anymore. I'd rather go with her than left her kill you and Rias!"

Ben's heart went out to the white-haired girl as he finally saw the tears trailing down her face, the lines clearly seen on her muddy face. He faced her and knelt down, wincing at the pain he felt in his side where one of Kuroka's attacks had caught him during the instances between his transformations, and, returning his right hand to normal, placed it on her cheek and softly brushed away the fresh tear making its way down her face.

"You know I'll never let that happen, right? I swore to you and everyone else that I'd be there to protect them and help them find happiness. I'm not just Rias' pawn…I'm everyone's pawn, and I'll always keep you guys safe.

Unable to restrain herself, Koneko brought up her left hand and placed it on Ben's hand cupping her cheek.

As he stared at her, a stroke of inspiration suddenly struck Ben. It was an incredibly risky plan, but…if he could pull it off then they could very well survive this thing. Stroking her cheek one more time with his thumb, Ben pulled away from, unable to miss the slight resistance she put in as he pulled his hand away and looked back to the edge of the clearing.

"You call me weak…and you may be right about that," he said aloud, looking at each Kuroka in turn as he spoke. "I've been fighting you like I have done with every other opponent I've faced until now; with brute force and strength. If I want to be you then I need more, I need to level the playing field…."

"…and thanks to Koneko…," he announced, casting a quick but warm smile at the young girl behind him, "…I can do just that!"

"What are you talking about?" Kuroka demanded with a hint of interest in her voice.

"You're about to find out!" Ben declared firmly as he brought up his arm and cycled through the transformations once more, this time though searching for a particular form he hadn't used until now. When he found it, he instantly slammed his hand down on the dial and was engulfed in the familiar emerald green light.

 **[Transform: Nekomata!]**

"What?!" Kuroka cried out in shock and surprise, a feeling also mirrored by Rias and Koneko who stared at the light with their widened in shock.

When the light receded and Ben was revealed again, their shock only grew in intensity.

Unlike nearly every other time he had transformed before, this time Ben looked nearly exactly the same as before except for a few extremely notable differences. He was now bare from the waist upwards, revealing his muscles, while his lower half was covered by a pair of black, ripped shorts. Silver fur now covered various sections of his body such as his flanks up to just under his armpits and down the top of his shoulders and biceps while his legs were completely covered in fur right up to his upper thighs. From his coccyx, a long twin-tail had sprouted while a pair of silver cat ears protruded from his head. His finger and toe nails had also been replaced; instead of his normal nails, they were now short yet sharp claws.

He smiled at Kuroka, revealing the fangs which now resided in his mouth instead of teeth.

"Let's see how you handle me now," Ben growled deeply, rolling his head and popping the muscles in his neck in anticipation for the imminent fight. "let's see how you handle a fully-fledged Nekomata!"

. . . . .

 _ **Demonomicum extract:**_

 _ **Tetramand**_

 _Appearance:_ _Standing just under twelve feet tall, Tetramands easily tower over devils, just as many other demons of the Underworld do. Their deep, crimson-red skin protects them from the harsh heat of the Khoros wasteland and provides them with camouflage against the other creatures which call the harsh desert home while their muscular, twin pairs of four-fingered arms provide them with the strength needed to survive in such a harsh land. Tetramands also possess two pairs of eyes: a main pair, and a smaller pair beneath them._

 _Bio:_ _While it is the general stereotype of the denizens of both the Devil and Fallen Angel factions that they are the only civilised societies in the entire Underworld, this is very far from the case and the Tetramand tribal city-states are just one such example._

 _The great desert of Khoros has claimed many lives and holds the title as the 'Most Inhospitable Land' in the whole Underworld, though not even this title has been enough to force the Tetramand out of the desert. Instead, their tenacity and survival instinct proved too strong and they became the 'kings of the desert'; their greatest threats, apart from the monsters they hunt, being each other in their struggle for survival._

 _While not as advanced as Devils or Fallen Angels, Tetramands are still a force to be reckoned with. Their weapons, while crude in design, are amongst some of the sturdiest and most durable weapons in the Underworld; useful when combined with their great strength in their fight for survival._

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And there you go.**

 **This chapter is a bit longer than normal for you all due to the lateness of this chapter's release so I hope that you enjoyed it.**

 **I know it's a bit late to say this but: Hurray! The new season of DxD is out! I know there are some fans who don't like the animation style nor how the first episode completely went over the ending of the Juggernaut Drive arc from the last season. I've watched all the released episodes and (hoping I don't sound like a hypocrite after what I've said about Omniverse) come to like the art style of this series. I can't wait to see how the series progresses now that it's confirmed that they're sticking to the light novels. I'd love to hear what your thoughts on the new series are if you want.**

 **For you eagle-eyed readers, you may notice some familiarity with Ben's Nekomata form. I can reveal that I was inspired by Ratel's form in the anime "Killing Bites". I really liked her look and adapted it to suit my requirement. The reason he looks so different to Kuroka and Koneko is simple; from other manga and anime I've read and seen, male human/animal hybrids are very different from their female versions (for the purposes of harems and romances) and I couldn't see any reason why it shouldn't happen in my story.**

 **This chapter also brought in Frankenstrike with a twist. I wanted to find a way to seamlessly bring this character into my story and believe this is a really clever way to do this. I always saw Animo as a Frankenstein-style kind of villain in the original series: he combined animals together to make hybrid monsters among other things. Because of this, the idea that the Animo in my story made monsters like Frankenstrike doesn't seem out of the realm of possibility.**

 **Once again, I'd like to thank everyone who give me their support as I went through these last few months. I want to let you know that I'll be writing these chapters again but at a slower pace again because I've still got to deal with everything with my family among other stuff.**

 **. . . . .**

 **Reviews:**

 **Spider-Man999/Horizon13:** **Ah, ah, ah, no spoilers.**

 **OechsnerC:** **Thank you very much. It was one of the reason that I believed Ben 10 and High School DxD are a good combination.**

 **DragoBlack:** **I do have plans to introduce Whampire at some point. I don't want to say too much yet, but I can tell you that Whampires are corrupted and degraded vampires. Unfortunately, because of this, Ben won't be transforming into Whampire as Azmuth's Gear searches for the pure strands of DNA within species, and seeing as, in my story, Whampire is a corrupted version, Ben won't be able to transform into him.**

 **Your idea for ultimate Heatblast is an intriguing one, and one I will consider, if not alter it slightly when I eventually bring ultimate Heatblast into my story.**

 **Nivek Beldo:** **Thanks, once again, for taking an interest in the background of my story. I'm glad you still like how it's progressing and hope you can continue to give me such valuable feedback. In regard to the voice, the point of it is to mess around with Ben's head in a way that keeps whatever it is hidden from Azmuth's gaze. First it tries to make him doubt himself to dampen his spirits and then it switches it up and helps him achieve Balance Breaker so that Ben, in his fugue-like subconscious may begin to trust it and listen to it more.**

 **Reatssa:** **Thank you for understanding. Blitzwolfer will be making an appearance at some point, there's only so many things he can become per chapter.**

 **Omnimania00:** **Well noticed, transforming into Alien X will be an extremely tricky thing to do and I haven't figured out a way to bring him in, if I will at all. In my opinion, Alien X is a Deus Ex Machina and completely removes any suspense or conflict.**

 **E-BLOK5290:** **I had no clue about Akeno's true species but find myself agreeing with your assessment. Unfortunately, I don't have any plans on giving Ben a familiar as his transformations and other powers are more than enough in my opinion.**

 **Thank you noticing about the names. I spotted it shortly after announcing the poll on whether Vali was to be a boy or girl and so decided to come up with some other names for the Tepes vampire. I had a few ideas in mind but I like your "Valentina" best.**

 **Cody:** **Ben will get Ascalon back at some point in the future, most likely sometime after the Juggernaut Drive arc. I definitely plan for Ben to learn more hand-to-hand combat from Koneko and swordsmanship from Kiba and Xenovia.**

 **Wrath of The Sun Deity:** **Thanks for reading my story and leaving a review.**

 **Mark:** **No, I won't be giving Ben another sword and bonding it to Azmuth's Gear. He's already got Ascalon which was made with one of Azmuth's fangs and, I believe the powers in that sword are more than enough.**

 **Ultimatrix bearer:** **Thank you for the review. I always use the most realistic/badass version of the forms in my story; they just happen to nearly always never be from Omniverse.**

 **I haven't fully decided yet if Max will appear but his job will certainly make an appearance.**

 **:** **I've already given the normal Balance Breaker armour to Ben which appears when he brings out Ascalon (Just like how it happened in Ben 10 canon). It combines with Ben's transformations and covers him with parts of the armour (seen in "The Summit Pt3").**

 **. . . . .**

 **Please leave a review and let me know if there are any particular aliens-turned-demon that you want me to expand upon in my Demonomicum segment at the end of my chapters.**

 **Until I see you next time, see you later.**


	29. We need to talk about Loki

**A/N: Hey folks!**

 **Sorry for the long wait on this one. This time it wasn't just my fault! My beta reader has decided to not answer my messages nor even read this chapter so, after months of waiting for a response I decided "screw him" and went ahead anyway. Having said that, I beta read this chapter so apologies for any mistakes (please let me know) but I hope you like it all the same.**

 **Moving on, because you guys have waited so long I'm giving you TWO fights in this chapter. Yes, that's right, TWO! I've decided to follow the anime path with Loki, so sorry if you were looking forward to his own arc but I liked how it initially went in canon and wanted to act on that basis. Hopefully you like reading it as much as I had writing it.**

 **In terms of reviews, because of the number I've received since last time I've decided to only answer the ones with questions. This DOESN'T mean I don't appreciate the shouts of praise and encouragement from you guys! I just don't want to bore you guys with the size of the author's note at the end of the chapter, trying to find the answers to your questions.**

 **Also, I won't even bother reading outright criticism for my story or talk about in these notes. Constructive criticism is fine as it helps me become a better writer but anything less than that isn't worth my time. Nobody is forcing you read my story.**

 **With all that said and done, on with the show!**

 **. . . . . . . . . . . . . . . . . . . .**

 _ **Ballroom,**_

Chaos erupted throughout the ballroom as Fenrir and Dr Animo's abominations roared loudly and charged into the throng of devil soldiers who had quickly entered the room and surrounded them at Loki's sudden appearance. The soldiers didn't know what hit them as the abominations crashed into their ranks and began unleashing bloody pandemonium amongst their numbers.

Screams rang around the hall as the High-class party guests ran away from the destruction happening before their eyes though that wasn't nearly enough to drown the cries and screams from the soldiers as some were pummelled to death, while a great deal of the others were mutilated and torn apart by Animo's monsters.

One such monstrous creature, after dismembering five soldiers in the span of a few seconds, found its mindless, malicious-filled, violet-coloured eyes pointed in the direction of Akeno and the others who were staring back at it with wide eyes at its ferocity. With a spine-chilling, animalistic roar, the monster charged towards its next target, completely ignoring the scattered tables in its path, charging through them in its primal desire to destroy the targets in front of it.

"Aaaaaarrrrrgggghhhhh!" Gasper screamed in terror, too petrified to move; a condition also shared by Asia who was likewise rooted on the spot, unable to move.

Luckily for them though, Akeno managed to snap out of her initial shock when the monster was only a few feet away from them when she quickly raised her hands and fired a bolt of lightning towards the large monster charging towards her and her friends. It struck the monster square in the chest with full force but, to Akeno's horror, the creature didn't appear to be affected by her lightning attack. In fact, it seemed to welcome the surge of electricity as the metal coils protruding from its back started to sparkle and crackle with energy as electricity surged around it and pulsated throughout the monster's body down to its hands where electricity jumped between its fingers.

The Animo creation let out another loud roar as it slammed its fists into the ground with a small crackle of electricity and resumed its charge with a lot more energy and ferocity than before.

Its charge was brought to an abrupt stop after only taking a few steps when another bolt of lightning, this one composed of pure light and a lot more powerful than Akeno's, surged through the air and struck the monster squarely in the chest.

Akeno and the others turned their heads to see who had come to their aid; hers eyes narrowed at seeing who it was.

"Begone, monster!" Baraqiel barked firmly as he walked towards the creature, stopping beside Akeno who refused to look at him. He maintained his attack for a few more seconds before cancelling it when the monster fell backwards onto the floor. When the Fallen Angel's attack subsided, they looked down at the damage it had caused to Animo's monster. The pale grey skin around its chest had blackened from the intensity of Baraqiel's lightning attack, the two pylons protruding from its back had melted from the overload of power which had coursed through it and distorted them beyond their original shape.

Baraqiel turned away from the downed monster and faced Akeno and the others.

"Are you alright?" he asked, directing his question towards Akeno who immediately turned away from him and refused to answer him. Looking anywhere else except at her father, Akeno turned her gaze towards the other side of the chaotic scene that was the ballroom where the soldiers had regrouped and, with the help of other, more capable, guests had turned the tide of the fight against the monsters who were very quickly brought down to their last few left. Akeno watched as Sairaorg tore a hole clean through his opponents chest with a single punch and, upon noticing that the creature was still alive took its head clean off with a swift right hook, finishing it off at last.

"Yes, thank you for helping us," Asia replied kindly, answering Baraqiel's question, not realising that he had directed the question at Akeno.

Out of the corner of her eye, it was clear to Akeno that Baraqiel wanted her to give him an answer. Thankfully, however, they were interrupted by the loud roar from Fenrir who, aside from Loki who remained hovering above the battleground, was the only member of the attacking forces left.

The humongous wolf leapt through the air, leaping from the wall to the ceiling as it avoided the numerous magical blasts fired at it while at the same time launching its own counterattacks upon the attacking devil soldiers, either by devouring them whole with single, bone-crunching bites or by swiping at them with its razor-sharp claws, leaving the victims of such attacks in states that death was all but certain for them.

As he leapt through the air, the roof supports became dislodged from Fenrir's erratic movements and fell to the floor, taking large chunks of the ballroom ceiling with them and crashing onto the floor, narrowly missing the majority of patrons who hadn't left yet, but crushing the few soldiers who had been crippled and maimed by Fenrir's claw attacks and unable to move.

"Looks like Animo isn't as clever as he claims to be…," Loki drawled as he looked around the devastation that used to be the ballroom at the corpses and scattered remains of Animo's monstrous warriors. He then directed his gaze across the bodies of the people that Animo's creations had killed in their brief appearance. "…but I guess they weren't completely useless."

"At least you're not a disappointment, Fenrir," the Norse God of mischief muttered to his son who landed underneath him and emitted another spine-tingling roar throughout the room. The two of them were taken off guard when a large emerald-green magic circle suddenly appeared beneath Fenrir's feet.

"What the?!" Loki snarled as he and Fenrir were both suddenly encased in a pale green, translucent pyramid. Loki looked around the room for the source and locked eyes with a green-haired robed figure standing next to Sirzechs and Odin on the raised stage on the far side of the destroyed ballroom.

"You left yourself wide open, lord Loki!" the Devil King, Beelzebub called out to him as he channelled his magic into the prism encasing the Norse God and his son.

"This prison of yours won't be able to contain me for long!" Loki bellowed, failing in his attempts to break out of the pyramid, his anger growing as the base of the green pyramid began to glow brighter. "I WILL bring about Ragnarok! My master's wishes will be carried out!"

With that final proclamation, the pyramid containing Loki and Fenrir disappeared in a flash of light. When the light quickly diminished, it revealed the empty space where Loki and Fenrir had just been, leaving behind the damaged hall and survivors of the sudden, yet brutal, attack.

As reinforcements finally arrived to secure the place and help out in sifting through the rubble in search of survivors and carry them to the hospital, the guests were escorted home safely and the faction leaders had gathered on the stage and were discussing their next steps. Akeno and the rest of the Gremory peerage had picked up some chairs and were now sat down at one of the only few tables still intact as they gathered themselves together over the recent battle.

"How are you kids doing?"

They looked up to see Azazel standing over them, his usual smile missing from his face, replaced instead with a look of concern.

"We're fine," Akeno told him, standing up from her seat. As she did so, though, her eyes locked with Baraqiel who was approaching them from across the room. She quickly tore her gaze away from him again and looked out of the nearby window frame instead.

As the others began muttering their agreement with Akeno, they looked out across the severely damaged hall at the survivors of the brutal attack and knew they were lucky to be okay after who and what had just attacked them.

Their conversation was interrupted when Sirzechs appeared besides Azazel, a similar expression of concern on his face.

"Have any of you seen my sister or Ben? They haven't been seen and, after what's just happened, I'm getting concerned," the crimson-haired Devil King asked politely, keeping the true level of his worry hidden.

"No, we haven't, Lord Sirzechs," Asia said, rising from her seat as she answered him. "They left the party before the attack chasing after Koneko and we haven't seen them since."

"I'll get a search party together to look for them," Sirzechs declared, gesturing for one of his guards to approach them. "After what just happened here, we can't be too…."

Sirzechs was suddenly cut off when a bright light suddenly appeared in the forest, quickly followed by a shockwave which struck the side of the building facing the forest, shattering all the remaining windows facing the shockwave.

"Well…," Azazel chuckled as he walked up to the window frame and watched the light die down to reveal a dome encasing a large swathe of the forest slowly disappearing, a large circle of destruction in the middle of where the dome had been being uncovered in the process and a large figure in the sky that he quickly realised was Tannin fighting with another, smaller figure that he couldn't quite make out. "…I think it's safe to say I know where they are."

Nodding his head in agreement, Sirzechs spun around to face the soldier he had called at earlier and gave the order for a detachment of soldiers to go into the forest at once and make sure that Rias and her two peerage members were brought back safely. With a salute, the soldier quickly ran out of the room to gather more troops together and carry out Sirzechs' orders.

"Permission to go with them, Lord Sirzechs," Akeno pleaded urgently, stepping up to Sirzechs and bowing her head respectfully.

Turning around to face her, Sirzechs saw that Akeno had been joined by the other members of his little sister's peerage and they all had the same determined look on their face as Akeno. Not doubting their commitment to his sister and each other, Sirzechs nodded his head slightly and, without waiting a second longer, they bowed their head quickly in thanks before rushing out of the ballroom to join the soldiers and find their missing friends.

* * *

. . . . .

 _ **Several minutes earlier, the forest**_

In contrast to the fierce battle raging between Tannin and Bikou high in the sky above them, the clearing had grown completely silent as the three supernatural beings stared at Ben…or rather the new Nekomata form he had taken. He looked down at his new form and quivered as he felt power completely unlike anything he had ever felt before flow through his body and course through his veins.

In that instant, Ben understood why Koneko had refused to resort to this power. Even though he had slowly grown to handle the demands of his transformations, Ben still almost lost himself to the incredible power that suddenly flowed through him. Once he realised this, his respect of Koneko's strength for her commitment to growing stronger without giving in to such power.

"Valerie may actually have a point," Kuroka relented with renewed interest as she looked down from her perch in the trees. "You really are interesting. I always thought Shirone and I were the only Nekomata left; I never imagined I'd ever see another one…and a male one at that."

The way she said the last part, combined with the strange glint she had in her eye sent a small shiver up his spine which he quickly suppressed.

"I don't suppose it's enough for you to leave us and go away?" Ben asked, already guessing her answer.

Kuroka chuckled behind her hand lightly and, just as he suspected, shook her head. "I'm afraid not cutie. As much as you fascinate me…and you _really_ do, I still plan on taking Shirone back with me."

"In that case, shall we continue where we left off then?" Ben asked as he rolled his shoulders, anticipation for the fight stirring within him due to the Nekomata power he was constantly fighting to control flowing within him.

"Yes, lets…," Kuroka agreed before suddenly firing a large ball of magic so quickly that even the enhanced eyesight of a devil struggled to keep up with it as it streaked through the air towards Ben.

However, Ben wasn't a devil right now.

He was a Nekomata.

Seeing the ball of magic head towards him as clear as day thanks to his heightened senses, Ben leapt backwards, avoiding the magical blast which tore out a large groove in the ground and landing in the treeline, and crouched on the thick tree branch he had landed on.

"Not this time!" Ben shouted over at her as he launched a similar blast of magic towards the raven-haired cat-demon. It struck the tree and seemed to completely disintegrate in a fiery explosion, leaving nothing behind.

"Did you not learn anything?" Kuroka's voice called out among the multiple copies of her which now stood high in the tall trees all around the clearing. Unseen to everyone until it was too late, the real Kuroka suddenly teleported behind Ben and launched a destructive rain of magic bullets at him, tearing through the tree and the branch Ben was in.

"I guess not," she shrugged as the smoke cleared to reveal the destruction left from where her attack had struck.

"Guess again!"

Kuroka only just managed to avoid Ben's fist at the very last second, and that was mainly thanks to her personal experience and skill. She leapt out of the way at the very last second as his blow came down with such force that it caused the tree to split in half, right down to the roots.

Kuroka landed nimbly on her feet in the clearing, just like a cat, as Ben landed in the clearing a second later, retaking his position in front of Rias and Koneko. "You might be a skilled user of Senjutsu and Youjutsu, but I'm a quick learner," he called out to her as he stood up to his full height, preparing himself for what Kuroka might throw at him.

"You don't say," Kuroka retorted as she also stood to her full height and glared at him with daggers in her eyes. "Fine. If you truly want to fight like a Nekomata then I shall show you how out of depth you really are?"

After saying this, Kuroka suddenly teleported back up into the branches in the trees and created a large magic circle in front of her, aiming it at Ben who tensed up his muscles in preparation to lunge forward and catch her off guard.

"Ben! Watch out!" Rias' voice shouted out from the centre of the clearing but her warning came too late.

As Ben turned his head to see what Rias was talking about, he was suddenly struck by a large, thick branch which had grown thanks to Kuroka's magic and had arced round, striking him in the stomach with enough force to send him flying back into the undergrowth. Before he had a chance to recover from the unexpected attack, it was very quickly joined by another rain of powerful magic bullets which tore through the undergrowth like a knife through paper.

Rias and Koneko gasped at the sight of Ben when he slowly rose out of the undergrowth and staggered out of it, holding his side where the branch had caught him. He had taken on Kuroka's magical bullets head on and it clearly showed by the cuts and bruises strewn across his body.

"You might physically look like a Nekomata but that's all it is…an image! It takes so much more than that to truly be one of us. You are nowhere near my level and, after I'm done with you, you'll never get the chance to even try and reach it," Kuroka sighed with slight disappointment in her voice as a huge hand, made out of the roots of the surrounding trees suddenly shot up out of the ground and towered over the treeline.

"You're right about one thing," Ben muttered, spitting out a glob of blood which had built up in his mouth and wiped the trail running down his chin. "I've still got a lot to learn; I haven't even scratched the surface of what my demon forms are truly capable of…."

As the humongous hand clenched into a fist and arched back in preparation to strike, Ben looked across the destroyed clearing at Rias and Koneko and gave them a warm smile.

"But I've got people who care about me and wouldn't forgive me for dying here today. I plan to keep going and learn everything I can about my transformations!"

With a small hand gesture from Kuroka, the gigantic fist came crashing down, right on top of Ben and consuming both him and the fist in large swirling cloud of dust from the heavy impact which shook the trees in the clearing from the shockwave.

As silence swept across the clearing Kuroka smirked and leapt down to the ground and slowly made her way over to Rias and Koneko who were still staring, wide-eyed at the cloud of dust slowly dying down in fear and shock.

"Valerie had to flee from _him_?" she asked with disbelief in her voice. "He was an interesting player in the game but if he couldn't survive that then he wasn't really worth all that was said about him."

She took a single step towards her sister when the wave of power suddenly struck her, catching her completely off guard. She spun around as the dust was swept away completely by a large wave of energy to reveal Ben standing between the two halves of the large manifested fist which lay on either side of him.

As he stepped out from the crater the blow had created, he revealed another change in his appearance. He now stood before them with crimson armour covering his arms, from his hands up to his shoulders, and his legs, from his feet to his waist. The air radiated with new power with him as the epicentre.

He looked down at his armoured arms and legs and was just as surprised as the three young women in the clearing.

" _What the hell is going on, Azmuth? I thought I couldn't activate Ddraig's Balance Breaker until I got Ascalon back from Michael,"_ Ben asked his dragon companion telepathically.

 **[That is true for activating it fully,]** Azmuth answered with his usual deep voice which reverberated through Ben's head. **[However, because it has been successfully fused with Ddraig, you can use a weak form of its power. This is the culmination of all you have done over the last few weeks; your own power has grown significantly, and you can activate and sustain both Ddraig and my Sacred Gear for a brief time without aid.]**

Ben smiled as what he had achieved and accomplished over the training camp with Tannin slowly dawned on him. Thinking back to how he was when he first became a devil and how far he come since then, he wouldn't be able to recognise himself.

Returning back to the present, Ben pushed such thoughts to the back of his mind and gave Kuroka a small smile. "Is it my turn now?"

Kuroka grunted and took a step backwards as she thought up a new plan on how to deal with the troublesome obstacle standing in her way. Unfortunately, with his new power, Kuroka realised that anything she did to kill him would put Shirone in danger and she couldn't let that happen.

She would have to lure him away from the clearing so that she could unleash her full destructive power.

After a few brief seconds staring at each other, she quickly fired a ball of magic while teleporting into thin air at the same time, reappearing in the trees.

Ben blocked the attack with ease thanks to the armour he now wore and, once he caught sight of Kuroka turning away from him and heading deeper into the forest, launched himself into the air with greater force than before and landed on a thick branch and quickly took off in pursuit of the cat demon, easily keeping up with her speed. As he pursued her, she conjured multiple clones of herself and, because of his inability to sense which one was the real one due to his inexperience at his Nekomata abilities, forced him to alter his course towards each of the clones and punched them. As each one disappeared into thin air Ben knew he'd got the wrong one and proceeded to chain his attacks together, darting between each of the different Kuroka clones and taking them out one by one with his powerful punches as he searched for the real one.

He continued this until there was only one left ahead of him. That had to be the real Kuroka!

"You can't keep running from me, Kuroka!" he shouted out to her. "Not without taking down your barrier!"

At this Kuroka landed back down on the forest floor and spun around, her right arm raised up and pointing at him.

"Who's says I'm running from you?" she sneered as the ground beneath Ben suddenly started launching large chunks of rock up at him blindingly fast. Despite his lightning fast speed and reflexes, Ben wasn't able to dodge every single projectile and was struck by two of them in his left shoulder and shin. He grunted as white-hot pain ran through him with the bones in his shoulder and shin shattering from the powerful blow but pushed through the pain and channelled as much power as he could into his right fist.

 **[BOOST! BOOST! BOOST! BOOST! BOOST! BOOST! BOOST! BOOST!]**

Kuroka saw what Ben was doing and, feeling the rapidly growing aura surrounding him, brought up more slabs of solid earth from the ground, building a wall between her and Ben as his fist struck the ground a second later, surrounding the two of them and everything else in the vicinity with a bright light and powerful shockwave.

From their place in the clearing, Rias and Koneko were forced to cover their eyes from the blinding light and huddle close to the ground to avoid being blown back by the subsequent strong gust of wind that swept through the clearing.

When the gust and the light died down, they looked up and their eyes widened at the scene before them. Through the thin cloud of dust and debris from the forest they saw the large trees in front of them almost uprooted, leaning away from where the explosion came from.

"Ben," Rias muttered with worry in her voice.

In the blast's epicentre, the damage was a lot more extreme. There was now a large crater with nearly all the surrounding trees being blown away leaving behind only a small number which, instead were uprooted and strewn across the crater floor.

At the crater's centre, Ben collapsed to his knees as fatigue overcame him like a wave. His breathing had become ragged after using so much power in his armoured form.

' _That took just about everything I have,'_ he thought as his right hand came up to his left arm which hung limply at his side as pain erupted from his broken shoulder and shin from Kuroka's brutal attack. _'But that should've taken care of her.'_

This thought was immediately abandoned at the sound of coughing a few feet in front of him. He looked up to see Kuroka slowly pulling herself to her feet. Her hastily constructed defence protected her from the brunt of his attack but it failed to protect her completely, knocking her off her feet and injuring her.

"You really are fascinating," her voice called out through the dust cloud. As it slowly died and brought her into focus, Ben couldn't help but notice her dishevelled appearance; her clothes had been torn and a large amount of skin was now exposed, including her impressive breasts which were nearly as large as Rias'.

Ben's heart sank at the sight of her. Despite her provocative appearance, he was more concerned that she still seemed able to fight…unlike him. Even with that being the case, Ben slowly stood up to face the raven-haired Nekomata, hissing in pain as he put some weight down on his injured leg.

"However, that won't stop me from killing you and taking Shirone back with me," Kuroka as she crouched down low and prepared to pounce on him.

Just before she launched her attack though, a tear suddenly appeared in the space beside her and two men appeared out of the tear which closed behind them, leaving no evidence it had ever existed.

One was a young man with blond hair with a long strand which swept across his forehead and was dressed in a formal business suit. He wielded a golden two-handed sword with a huge cross-like guard.

The other man however….

Ben had to stifle a chill which ran up his spine as he briefly locked eyes with the other man who had appeared. At first glance he appeared to be a middle-aged humanoid man, but in actuality he was something else entirely. Small flesh-coloured horns protruded from his forehead while long black which trailed down his back covered the rest of his head. He had blood-red eyes surrounded by a ring of black marks. His attire consisted merely of a brown knee-length, open-chested tunic, baggy jeans and a pair of black calf-high boots. His ensemble was completed by a deadly-looking spear which he held in his right hand.

If merely looking at the spear-wielding stranger was enough to send a chill up his spine, Ben downright felt pure fear from the other man, or to be more precise, from the sword he wielded.

Hearing his thoughts, Azmuth spoke up.

 _ **[You're right to be cautious, Ben. That's the Holy sword Caliburn, otherwise known as the strongest Holy Sword in existence. Aside from myself, it's one of the only things in existence which can freely enter the Dimensional Gap,]**_ he explained through mental communication.

" _You're telling me,"_ Ben said back to the ancient dragon as his body subconsciously reacted to the immense aura emanating from the Holy Sword. It was at this point that Ben spotted the second sword attached to the blond-haired man's waist. _"What about the other sword?"_

 _ **[That would be the long-lost Holy Sword, Excalibur Ruler,]**_ Ddraig answered before Azmuth had the chance to. Ben wanted to ask more questions but now wasn't the time.

"That's enough, Kuroka!" the blond-haired man declared sternly, seemingly unfazed by her state of undress.

"What are you doing here, Arthur?" Kuroka asked with a scowl on her face. "You're Valerie's attendant, aren't you? Weren't you supposed to be bringing the Osmosian chieftain to her?"

She glanced at the other new arrival as she said this.

"I was, but she told me to come and get the two of you and bring you back. Bikou's already departed so I've come to get you. Valerie can't let you continue with your selfish endeavour anymore!"

"I came here to satiate my curiosity and get a quick overview of my future opponents," the black-haired, horned man added in a deep, chilling voice as he looked down at Ben with a cold sneer." He turned to the young man known as Arthur. "Are you sure I can't absorb his powers now?"

Ben shuddered at the malice in his voice but Arthur shook his head and turned towards him.

"I'm sure, Lord Aggregor. Kuroka's barrier has been taken down and with Loki dealt with so quickly, this area will quickly be swarming with devils and unwanted attention at this time," Arthur explained curtly.

"Another time then," the horned man sighed, immediately losing interest in the conversation.

"I'm not leaving without killing this nuisance and taking back my sister!" Kuroka growled in annoyance.

"In the state you are, I highly doubt that. You're putting on a brave face but it's all an act. Now, let's get going before…."

"Ben!" a voice bellowed above them. when they looked towards the owner of the voice, they found it was Tannin who was streaking through the air towards them.

"And I believe that's our cue to leave," Arthur stated as he brought up Caliburn, turned his back on Ben and slashed at the air behind his group. The air itself seemed to cleave in half at the slash and open up a similar tear to the one which brought him there the first time. As Kuroka and the horned man entered the tear, he cast a quick glance back at Ben and nodded his head curtly.

"Farewell for now, Dragon All-Father. Please give my regards to the wielders of the Holy Devil Sword and Durandal. As a fellow swordsman, I look forward to meeting them in combat and testing their mettle," Arthur stated politely as he also stepped into the tear which quickly closed up behind him.

Ben stared at the spot where the tear had just been for a brief moment before the adrenaline finally left his system and he finally collapsed to his knees as Tannin landed beside him.

* * *

. . . . .

 _ **Back at the clearing,**_

Rias and Koneko knew that Kuroka was gone the very moment she disappeared when they found themselves able to move again as the poisonous, paralyzing mist dissipated into the air, signifying that Kuroka had gone somewhere out of its range.

As they picked themselves off the ground and were just about to rush off into the forest to find Ben and make sure he was okay, they were stopped when numerous magic circles bearing Lucifer's seal suddenly appeared all around them and soldiers started appearing in the clearing and in the sky above them in droves and began spreading out to secure the forest.

"Rias! Koneko!"

The two of them were suddenly embraced by Akeno, Asia and Xenovia who had rushed across the clearing towards them as soon as they saw them, Gasper and Kiba following behind them. After the ordeal they had all been through, they were so glad to see that the two of them were okay.

"We're so glad you're okay!" Asia cried as she hugged Koneko. "We thought something might've happened to you!"

"Why? What happened?" Rias asked with concern, only just now noticing their torn clothing and minor scratches which Asia hadn't had time to heal yet in their haste to find their friends.

"Loki made an appearance at the party and made his stance on our alliance with the Norse Pantheon violently clear," Kiba explained as he sheathed his Holy Devil sword seeing as Sirzechs' soldiers were quickly securing the area.

"I'm glad you're all okay," Rias replied, hugging Asia tightly with relief in the knowledge of their well-being.

"Hey, Rias, where's Ben?" Akeno asked as she hugged Koneko.

Rias' eyes widened at the question. She was so glad that everyone else was alright that she had momentarily forgotten about Ben.

"He's right here," came Tannin's voice from behind the crimson-haired teen. She spun round and joined everyone in looking at Tannin who had shrunk down to the size he had been in the party not so long ago and was supporting Ben who had his right arm draped over the former Dragon King's shoulders as he limped out of the treeline.

"Hey, guys," Ben groaned waving his left hand weakly and immediately regretted it as pain shot through his body again.

"Ben!" came a chorus of worried cries as everyone suddenly started rushing over to him.

"I think I can leave you in capable hands now," Tannin said to Ben who nodded in response, a smile adorning his face as he saw his friends running towards him.

"Yeah, you're right," Ben muttered. "Thanks for the help."

"No problem," Tannin replied as he continued to support Ben. "I sensed something was up when you left the party and, when I saw you were in trouble I couldn't exactly leave you alone could I?"

When Rias and the others finally reached them, Tannin detached himself from Ben while Kiba took his place at Ben's side and supported him in Tannin's place. Rias wrapped her arms around his waist and embraced him gently so as to avoid causing further pain to his left shoulder.

"How bad are your injuries?" she asked with concern, noting his dishevelled appearance.

"Nothing that Asia can't fix up," Ben said light-heartedly before his expression turned guilty. "Kuroka got away."

"I don't care about that," Rias told him firmly as she pulled away from him to look directly at him. "I just care that you're okay."

"Kuroka's strength is on the same level as an Ultimate-class Devil. To fight her and only receive the wounds you have reveals how strong you are," Koneko's voice spoke up, directing everyone's attention towards her. Her expression turned sorrowful and she bowed her head. "That being said though, I'm sorry for what my sister did to you and Rias."

"Nobody blames you, Koneko," Rias told her firmly, ending her embrace with Ben and turning to face her. "You're not responsible for Kuroka's actions."

"She's right, Koneko," Ben added, limping towards her with Kiba continuing to support him. "I don't blame you for what Kuroka did to me, and if she tries taking you again, I'll do everything in my power to protect you and that's a promise."

Koneko's eyes seemed to glisten as she came close to tears. She stopped herself from doing so and nodded her head slightly, a small smile forming on her face.

"Now, I don't know about you guys but my arm and leg are hurting like hell and could do with some healing," Ben grumbled with a pained grin on his face which was met with similar smiles by everyone as Rias created a large magic circle which teleported them back to the safety of Rias' family mansion.

* * *

. . . . .

 _ **The next day,**_

"This is disgraceful!"

The day after the 'incident' saw the heads of the three factions, Sirzechs and Serafall being the representatives for the Devils, gathered around a conference table at Sirzechs' official residence to discuss what happened yesterday and their next steps. Odin was meant to be attending the meeting as well, but he had yet to appear.

Instead of waiting for his arrival though, Shemhazai, the Vice Governor General of the Fallen Angels and Azazel's assistant and 'handler', couldn't contain himself any longer and had begun by criticizing the way the Devil's handled security at yesterday's party.

"Not only did you allow the Norse God Loki to crash the event, killing dozens of soldiers and several guests but you allowed Team Valerie, the Khaos Brigade's independent attack squad, to show up too," Shemhazai continued, holding up three fingers and counting them off to emphasise his point as he listed them. ""Bikou," the descendant of Sun Wukong, the Nekomata "Kuroka," and a man who wields the Holy Sword Caliburn! Any one of those three represent a sizable threat in their own right, so the three of them together doesn't bear thinking about."

While Sirzechs, Serafall and Michael listened to Shemhazai's scolding, Azazel merely slouched in his chair leaning his chin into his left hand, the elbow of which was resting on the ornate table. Instead of listening to his fellow Fallen Angel's rant, his thoughts centred around Ben's fight with Kuroka and how he was able to don the armour which everyone used to believe was only possible if he actually possessed Ascalon.

' _He really is a fascinating individual,'_ he thought with a slight chuckle…something Shemhazai noted with annoyance.

"Is there something amusing, Azazel?" he asked the Governor General with a dangerous glare in his eyes.

"It's nothing, Shem," Azazel replied, using the nickname he had given his assistant, something Shemhazai took great exception to. "Anyway, you shouldn't take the high road so quickly. Don't you recall that those abominations that Loki brought with him were created by Animo, a Fallen Angel and former member of the Grigori. We're not completely blameless in this this whole debacle."

"Neither are we."

Everyone's head turned to the entrance to the conference room to see the Norse All-Father, Odin entering the room and taking up a spot in his designated seat. He was joined by the same young woman who had accompanied him to the party yesterday, though instead of a business suit, she wore a suit of armour.

"Lord Odin, glad you could finally make it," Sirzechs said in greeting.

Odin nodded his head in response before continuing. "Loki was our responsibility. He has a unique ability of bypassing magical blocks and I failed to anticipate him crashing the event. And, as I understand it, he brought the Nekomata and Sun Wukong descendant with him, using the same method."

"While it is unfortunate that this incident happened in the first, the best thing to do now is decide how to respond," Michael said, diplomatically.

As Sirzechs, Serafall and Azazel murmured in agreement, Odin chuckled heartily and shook his head in amusement. "I still find it difficult to believe that you are all working together after spending millennia being lifelong enemies."

"That's because you're a stale, old-fashioned northern God who's completely stuck in your old ways," Azazel retorted with a smirk. "We happen to believe that working together is beneficial to our own interests.

"Ha! Fitting words from whipped dogs, acting like children wondering aimlessly after losing their precious God," Odin chuckled darkly though everyone gathered knew that there wasn't any malice in his statement.

"As sharp-tongued as ever, Lord Odin," Serafall retorted.

"Ahh, Serafall, so nice to see you again," Odin nodded in greeting before noticing Serafall's choice of clothing. "My, my, what sort of costume is that?"

Serafall stood up from her seat and gave the Norse All-Father a twirl to fully show off her outfit. "I'm a magical girl of course! This is all the rage nowadays."

"Hmm, is that so?" Odin asked with a perverted twinkle in his eyes as he admired Serafall. "I wholeheartedly agree."

"Please, Lord Odin, enough of your indecency!" the young female warrior standing behind Odin told him firmly.

The old god merely waved her away. "Oh, stop being such a stuffy old maid. This is precisely why you'll get yourself a man," he said back to her, obviously striking a known sore-spot for the female warrior as her attitude completely changed, turning gloomy and sullen. She turned away from the table and rested her hand and head against the wall as she began muttering to herself.

"I apologise for her," Odin said to the faction representatives, gesturing to the depressed young woman. "This is Rossweisse, my attendant. While a very capable Valkyrie, her stuffy attitude has succeeded in deterring any man from approaching her."

This only made Rossweisse more depressed and gloomy as she fell to her knees dejectedly.

Ignoring her depressed muttering, Odin returned his attention back to the conference table. "Moving on. I had originally decided to extend my stay here in the Underworld after joining this alliance to watch the Rating Game between your little sisters…," he said, nodding towards Sirzechs and Serafall, "…but we have to deal with Loki beforehand."

"I agree," Sirzechs nodded. "I was informed by Ajuka that, in his haste to cast the spell to imprison him, he was only able to seal Loki and his son away for little more than a day and the time limit is nearly up."

"Hmm, I suspected as much," Odin agreed gravely, stroking his impressive beard solemnly. "Not only that but there's something else that may interfere with any plans we make…."

* * *

. . . . .

 _ **An hour later, the Gremory mansion's living room,**_

"And that's the long and short of it, kids," Azazel said gravely as he leant against a cabinet as he relayed what had been discussed in the meeting.

After the faction heads meeting had been put on hold for an hour while additional information was gathered, Azazel had decided to call Rias, Ben and everyone else into the Gremory living room to let them know what was going on.

"So, let me get this straight, just so I fully understand," Ben spoke up from his seat on the sofa facing the Governor General. "Loki's only going to remain sealed for a few more hours until he breaks free, and when he does break free he's going to come looking for revenge. However, it's not possible to send any of the Devil Kings to fight him because it would cause a diplomatic incident which would lead to another war. Am I right?"

"You're absolutely correct, and a large-scale war is exactly the last thing we need right now, but it is also exactly what Loki wants in his bid to bring about Ragnarok and what the Khaos Brigade want in their bid to create pandemonium and chaos," Azazel explained in a serious tone rarely seen by anyone.

"What's the plan so far?" Kiba asked from the side.

"Well, Odin's returned back to Asgard so that he can bring Mjolnir for us to use. Loki might be an incredibly powerful god but even he would struggle against the godly weapon. The real question is who to send though," Azazel replied, his arms crossed against his chest.

' _I wonder who'd be crazy enough to volunteer going on such a suicidal mission,'_ Ben thought to himself, just as a certain redhead rose up from her seat beside him.

"I'd like to speak with my brother, Azazel," Rias requested firmly.

' _Oh shit,'_ Ben thought with an internal sigh.

* * *

. . . . .

 _ **Back in the conference room,**_

"You want to be the ones to distract Loki long enough for Odin to return with Mjolnir?" Sirzechs asked with well-hidden concern in his voice.

Azazel had done as Rias had requested and brought her along with Akeno and Ben to the conference room when it resumed. Unlike before, Sirzechs and Serafall were now joined by the other two Devil Kings, Asmodeus and Beelzebub.

When they arrived, Rias was allowed to speak wherein she made her request to be the one sent along with her peerage to deal with Loki.

"Yes," Rias confirmed, addressing her brother directly.

"Before you decide this is what you want, I must warn you I can only send ten people at one time to Loki's location. You won't get any reinforcements," Ajuka said with caution.

"I'm aware of the dangers involved, Lord Beelzebub," Rias said respectfully. "But all the same, I still wish to go."

"That's very admirable of you, Rias," Serafall said with a big smile on her face. "But don't think it's just you who volunteered to go…isn't that right, Sona?"

The doors behind Serafall opened at this to reveal Sona, Tsubaki and Saji entering the room.

"The three of us would like to offer our services too," Sona announced as they walked into the room.

"Quite the unusual team-up when you consider you two were supposed to be opponents in the upcoming Rating Game," Azazel chuckled as he leaned back in his chair.

"This is more important," Rias retorted firmly, looking at Azazel as she said this. Sona nodded her head in agreement.

"I agree. This takes priority for now," she affirmed with a curt nod of her head.

"Well, I suppose if the two of you go then there shouldn't be much opposition or claims that we're showing favouritism," Sirzechs acquiesced with a reluctant sigh.

"It's not like any of us have time to object to this anyway. In any case, we have two people we've already decided on going," Azazel announced, placing his hands behind his head.

"Huh, who?" Rias asked, asking the question that both Ben and Akeno were wondering too.

"The first one…," Michael said, speaking up for the first time that meeting, gesturing to the space just behind him as someone suddenly appeared from a pure white magic circle wearing a white, hooded robe which covered their face. "…is someone you might recognise."

The mysterious person brought back her and shocked Ben along with Rias and Akeno as they stared at a very familiar face, one that Ben never expected to see in the Underworld.

"Gwen?!" he asked incredulously, staring at his orange-haired cousin with wide eyes.

"It's been a while," Gwen said with a small smirk across her face.

"And I shall be joining you as well," the young beautiful woman who had accompanied Odin to the party yesterday declared as she stepped out from the back of the conference room though Ben couldn't recall ever hearing her name.

"And this is Rossweisse, a Norse Valkyrie and here to act as representative of Asgard which is appropriate considering who we're dealing with," Azazel explained for the benefit of everyone who wasn't aware of the young Valkyrie's identity.

"Now that we're all in agreement as to who should go, you should and prepare yourselves as best you can," Sirzechs announced, standing up from his seat. "We don't have much time before the seal containing Loki is broken."

* * *

. . . . .

 _ **Two hours later, outside the Gremory manor,**_

The ten who were heading off to hold Loki until help arrived were gathered on the gravelled floor in front of the Gremory mansion. Standing opposite the gathered group of ten were all of the leaders of the three factions, bar Asmodeus, along with Grayfia who stood beside Sirzechs.

Due to the limitation of only ten people being able to go, from Rias' peerage it was decided that Gasper and Asia were to be left behind so that the more combat-orientated members could go and fight the Norse god.

"You'll be safer if you stay here," Rias had told the two of them when she had returned after arranging the plan with the faction heads. They had wanted to protest at being left behind while the rest of them went off to risk their lives but eventually understood why they couldn't go and complied without argument.

"Please be careful, Ben," Asia said, walking up to Ben and wrapping her arms around his broad chest and resting her head over his heart. "I don't know what I'll do if something happens to you."

Ben chuckled in the back of his throat and placed one hand on her back while the other one rested on her head and stroked her head softly. "Hey, c'mon, have a little faith in me. I went through a lot of trouble to make it possible for you to do that, you know?"

He smiled at his little joke and gave her a reassuring squeeze before releasing her and letting her return to Gasper.

Ben then looked around to see how everyone else was preparing for their departure. He spotted Saji ogling Rossweisse with a perverted expression on his face before Sona dragged him away by his ear, much to his agony. In the outdoor light of the Underworld sky, Ben could see why Saji was so captivated by the Valkyrie and couldn't blame him. Her attire was composed of a white breastplate with gold and pale blue accents with matching fingerless gauntlets, boots, hip guards, and wing-shaped hair clips to keep her silver hair in place. Underneath her armour she wore a black leotard, black, thigh-high stockings and pale blue cloth wrapped underneath her hip guards.

His gaze continued to wonder over the group, passing Rias who accepted a pouch from Grayfia which contained three vials of priceless Phoenix tears. He hoped that they wouldn't be put in a situation desperate enough for them to be used.

Ben then looked over at Xenovia to see her and his cousin talking to each other, a smile on their faces. He was glad that they seemed to reconcile after the peace conference where Gwen learned the truth behind the fragile state of affairs between the three factions and the reasons for why Xenovia became a devil.

Though he would never tell anyone, and fervently deny it if asked, he was secretly concerned with how his cousin would cope in the upcoming battle. Unlike himself or anyone else in their small group, she was still a human and, despite wielding a Holy Sword, would have a lot of trouble against the Norse god they were up against.

"Hey, Ben," a female voice called up to him as he felt someone tug on the sleeve of his shirt. He looked down to see that it was Koneko; she wore the same fingerless fighting gloves she always wore for a fight.

He hadn't had the opportunity to speak with the young Nekomata since yesterday but was glad that she seemed to be okay after what she experienced with her sister's uninvited appearance.

"What's up?" Ben asked, facing the white-haired rook. She wasn't looking directly up at him but he couldn't miss the slight reddening of her cheeks nor the fact she didn't let go of his sleeve.

"I'm not scared about our mission or anything…but what would you say to me if I were?" she asked quietly and Ben couldn't help but notice how cute she was right then. He smiled and softly placed his hand on her head, an action which caused her to look up at him and stare directly into his eyes.

"I'd tell you that you're not alone anymore. We're all here to look after each other, and I won't let anything happen to you," he told her with a warm smile. "You're one of the strongest people I know, whether you choose to use your true power or not."

A smile formed on Koneko's lips as her cheeks reddened even more than before.

"My, my, how gallant of you," Akeno's voice called out from his right side as she rested her arm on his shoulder and placed her mouth very close to his ear. "Will you protect me too, I wonder?" she asked quietly.

"Of course," Ben told her just as quietly, turning his head to look directly into her violet eyes barely a few inches away from him. "I'll protect you to the best of my ability too. I won't let you down," he added with conviction in his voice that sent a pleasant tingle up Akeno's spine though she fought to calm herself down. Now wasn't the time.

"The time has come," Sirzechs stated, attracting everyone's attention as he stepped forward from the group which had come to see them off. "Good luck everyone."

"Remember kids, your job is to keep Loki distracted long enough for Odin to return with Mjolnir," Azazel warned them as he walked up to stand beside Sirzechs. "We've received word from Odin as well informing us that, because of Mjolnir's power, only Ben will be able to hold the hammer and defeat Loki with it. It's divine power already allowed it to bypass Loki's magical defences and cause lasting physical damage but he's also adding a sealing spell on it, powerful enough to trap even a god as powerful as Loki.

"So, don't die before Mjolnir gets there or we're all screwed?" Ben summarised, and when Azazel smirked and nodded his head, he sighed. "No pressure then."

"We have faith in you," Michael told him in a comforting tone that did little to quell Ben's stress.

"We won't fail you," Rias declared firmly, several members of their group nodding in agreement.

"All right, off you go," Beelzebub said as he stretched out his hand to create a large magic circle bearing his sigil which appeared beneath their feet and, in a bright green glow, transported them to their destination.

Sirzechs and Serafall stared at the spot where their little sisters had just stood and the warm smiles on their faces were replaced by looks of worry and concern.

"I hate that we have to rely on them," Serafall muttered. "It's meant to be our job to protect them from these sorts of situations."

"I know," Sirzechs agreed, a similar expression on his face. "But we have no choice; as much as I hate it, our hands are tied."

Azazel noticed their expressions and patted the crimson-haired Devil King's shoulder. "Those kids will be fine. They've been through a lot already and they've got the Dragon All-Father with them. We've just got to trust that they'll succeed."

"Yeah, I know you're right but I can't help worrying about them," Sirzechs replied with a sigh. "They've never faced anything like this before.

* * *

. . . . .

 _ **Somewhere in the Underworld outlands**_

The bright light from the magic circle dissipated to reveal where Ben and the others had been transported too.

A barren mountainous region of the Underworld.

"Where are we?" Saji asked as he, like everyone else, took in their surroundings.

"Somewhere far away from the Devil and Fallen Angel territory, somewhere where Loki can't inflict any damage while we stop him from bringing Ragnarok," Sona told him.

"Well, no prizes for guessing where Loki is," Ben muttered, more to himself than anyone else though several of them heard him and looked up at the emerald green pyramid which contained Loki and his son, Fenrir. The surface of the pyramid swirled with patterns reminiscent of Beelzebub's sigil. Even as they all stared at it, they could see through its faltering light that it wouldn't be long until it broke completely.

"So, what's the plan?" Ben asked as he summoned his Sacred Gears. Before Rias had the chance to say though, the pyramid began to glow brighter, forcing those with enhanced eyes (that being most of them) to look away from the piercing light as the prison shattered into tiny pieces which disappeared into thin air revealing the irritated Norse god with his back to them, as well as his son.

"Hmm, that was annoying," he muttered with a bored tone at being caught off guard by the Devil King, Beelzebub who cost him a full day in his task to bring Ragnarok.

"Hear me, Lord Loki!" Rossweisse shouted up at him and causing him to turn his head towards the group in mild curiosity. "Attacking the All-Father is an unforgivable act and you must face punishment!"

Loki chuckled deeply and turned to face them fully, his hands behind his back as he floated high above them. "Ha, and you are who they sent to bring me in? Forgive me if I don't take you seriously; I'm sure you are all talented in your own way but you can't seriously believe yourself capable of taking on a god."

The Norse god sighed and shook his head. "Such a shame. This isn't what I planned for the opening of Ragnarok but perhaps I can make things make entertaining," he said as he snapped his fingers.

The ground on either side of Fenrir suddenly exploded, stirring up a cloud of smoke and dust which quickly dispersed to reveal two wolves similar in appearance to Fenrir but about half the large wolf's size.

"Fenrir's runts, Hati and Skoll," Rossweisse said with worry.

"Can it get any worse?" Saji asked as his Sacred Gear materialised on his hand.

As Saji said this, Loki chuckled darkly, snapped his finger again and a massive explosion erupted behind them, completely destroying the peak of a nearby mountain and replacing it with a massive Eastern-style dragon which spanned almost 400 metres long.

"You had to say it, didn't you?" Ben exclaimed sarcastically as he turned back to look up at the huge serpent-like beast towering over them. "Who the hell's that?!"

"That's the Midgard Serpent, Jormungandr!" Rias shouted out above the noise. "Fenrir's younger brother. He'll be the worst one."

"He's not really Jormungandr," Rossweisse corrected her though it didn't make her feel any better. "He's a smaller, weaker clone of the true Midgard Serpent made by Loki to serve him until he can wake the true form. That's very good news for us but don't let that fool you, he'll still be a dangerous foe."

"Hey Guys, hate to point it out but we've been surrounded," Ben informed them, alerting everyone that they had indeed been surrounded by Loki's children and grandchildren who all roared and hissed at them menacingly while the god himself hovered above them all, a malicious smile on his face.

"Now that we're all together, why don't you show me what you can do," Loki declared with a sneer and snapped his fingers yet again, this time to signal the others to attack.

As everyone spread out and prepared for the attack, Ben brought up his left arm, quickly cycled through his selections and slammed down his hand on the dial, his choice made.

 **[Transform: Fourarms!]**

"What the…?" Loki muttered curiously as the bright emerald light, from which Ben's hulking four-armed form leapt out of and landed on a tall spire of rock protruding out of the ground. It took him a few seconds but he recognised who it was.

"Ahh, you must be the one I've heard about from the Khaos Brigade, the one who possesses the souls of the Red Dragon Emperor and the Dragon All-Father. Despite the differences between us back when you mattered, I respected you in a way, respected your strength, but now…now I must admit that I'm very disappointed to see what's become of you; to see how far you have fallen as a god, a Dragon god at that! It's just so sad," Loki said sadly, shaking his head.

 **[It doesn't matter what you are, Loki,]** Azmuth's voice boomed out, echoing across the entire battlefield as he spoke, attracting everyone's attention. **[It doesn't matter whether you're a God, Angel, Fallen Angel, Devil, Human or even whether you're a demon. It's useless living your life how you think others should see you; all that matters is how you seize the gift of life and what you make of it.]**

Amongst the group of young men and women who had come to hold off Loki, Azmuth's statement reverberated through all of them, though not as much as a certain queen and rook.

"Hmm, that _was_ one thing that I didn't miss when you disappeared. Those emotional little speeches of yours always did annoy me to no ends, something that I shan't miss when you die," Loki retorted as he snapped his fingers yet again.

Suddenly Fenrir entered Ben's peripheral vision and moved at such a speed he thought the large wolf was incapable of that he had no time to react as it struck in a blur, knocking Ben off the rocky spire, destroying it in the process and sending him crashing down in the wall of the large valley below the plateau they had appeared on.

"Son of a bitch," Ben groaned in his Tetramand form's nasally voice as his lower left came up and felt his sore jaw while his other arms pulled themselves out of the wall that he had been launched into. He looked up at the sound of Fenrir's loud roar to see the huge wolf bearing down on him, fangs bare as he lunged at him.

Before Fenrir hit him though, Kiba and Xenovia suddenly appeared out of nowhere, delivering several powerful blows on Fenrir though they seemed to do little more than annoy him. However, they did their job and caused the wolf to abandon its attack and divert its leap to land on the ground a few feet away.

"We'll handle this mutt," Xenovia shouted at Ben as he pulled himself out of the wall. She then joined her fellow knight as they engaged Fenrir, using their impressive speed to avoid the wolf's blows and strike it quickly and precisely. As he watched the two of them fight, Ben could see the effects of their training during their time in the Underworld. Kiba thrust his sword into the ground, activating his **"Sword Burst"** ability and trapping Fenrir in a nest of blades which appeared out of the ground and the narrow walls of the valley Fenrir had backed up into while Xenovia slashed Durandal at the wolf, releasing a large wave of divine power which struck the wolf full force.

Seeing that they had Fenrir under control, at least for now, Ben looked around to see who needed assistance. He saw Rias and Akeno standing next to Sona and her queen and facing off against the huge serpent-like dragon towering over them. He watched as they used their formidable magical abilities to keep the large dragon at bay, preventing it from being able to attack by keeping it on the defensive with Akeno using her lightning and Rias using her Power of Destruction.

The sound of another wolf's challenging roar drew his attention behind him where he saw Rossweisse and Gwen facing either Hati or Skoll (He couldn't tell them apart) and decided to help them considering Gwen's disadvantage of being a human.

"Be careful, Gwen," Ben warned her as he ran over to the her and the Valkyrie. "You're still only human after all."

"That's where you're wrong, 'cuz'," she shouted back at him as she was engulfed in a pure white light which hurt Ben to look at, forcing to bring up an arm to block his view.

' _What the hell?! Why am I sensing divine power?'_ he thought as he looked back at Gwen when the light died down to reveal a shocking sight.

His cousin was standing before in the same battle-suit she wore in the Kokabiel incident, but she now had a bright gold halo hovering just over her head and a pair of pure white wings protruding from her back and a definite angelic aura surrounding her.

"Since when were you an Angel?!" Ben exclaimed in shock as Gwen now hovered a few feet in the air.

"It's a long story that I'll tell everyone later, but I can say that's it's all thanks to you, cousin," Gwen retorted with a cheeky smirk on her face before returning her attention to her opponent where she then summoned a halo-like circle of Light and threw it at the wolf, wrapping around its neck and smashing it into the valley wall where Rossweisse, not wanting to waste the advantage, released a bombardment on the downed wolf.

With his plan and train of thought out of the window, Ben ran over to Koneko who was left dealing with the last wolf on her own. He leapt high into the with his powerful legs in her direction. Koneko noticed his approach and, seeing what he was planning to do, delivered another right hook to the wolf's jaw before leaping away from it just as Ben, who had pulled all four of his arms above his head, came crashing down on the wolf, smashing all his fists down on its head which, in turn, smashed the wolf's head into the solid ground.

"Thought you could use some help," he told Koneko as he brushed off his hands, backing away from the wolf who was recovering from the surprise attack, and standing next to the white-haired rook which just passed his knee in height.

"No complaints from me," she replied as she took up a fighting stance again and the two of them engaged the wolf when it roared at them in challenge and charged towards them.

* * *

. . . . .

The various battles raged on for another thirty minutes with everybody succeeding in managing to hold off their adversaries but they still had no idea how long they had left until help would arrive in the form of Mjolnir but they couldn't afford to fail. Thanks to everybody's training, they were able to cope in fighting Loki's beastly descendants.

In his fight against either Hati or Skoll alongside Koneko, Ben had transformed into his Loboan form from his Tetramand form. His appearance had changed to one reminiscent of a werewolf in folklore, complete with a long flowing grey mane, large bushy tail and three sharp claws on his hands and feet.

Upon discovering the transformation and its powers, Ben had since called the demon form Blitzwolfer.

He used his transformations speed and dexterity to leap around the wolf, moving too fast for it to keep up with him, and then striking at it with his strong claws and teeth, taking swipes and bites out of the wolf in his attack runs. When Koneko launched her own attack, Ben used another of Blitzwolfer's abilities to assist her, splitting his muzzle which was quad-hinged and emitting an extremely powerful sonic howl which hurt and disorientated the wolf, leaving it open for Koneko's powerful blows.

However, as they say, all good things must come to an end. During an attack run, Ben must have stepped over the line and pissed off the wolf too much because, as he was about to slash at the wolf with his razor-sharp claws, the wolf's head shot around, taking Ben off guard by the sudden action and costing him in the form of the wolf's huge paw coming up and striking him on the chest and sending him flying through the air.

Before he crashed into the ground though, Koneko suddenly appeared and caught him, stopping his fall and setting him down on the ground.

"Urgh, thanks," he howled as he pressed his hand against his sore chest as she stood between him and the wolf.

"You said you'd protect me…," Koneko said back to him as a long white tail suddenly appeared from under her skirt and a pair of fluffy white ears protruded from her head. "…but I can also protect you!" she added as she leapt towards the wolf, clamped its mouth shut with her considerable strength and began spinning on the spot, building up her momentum before suddenly throwing it into the air and firing a spiral of bright blue magic blasts up towards the falling wolf and hitting it full force.

Ben marvelled at her new power but then recalled her thoughts about her Nekomata powers. "Are you alright, Koneko?" he asked her worriedly.

"Don't worry, I've got it under control. I won't lose myself in my power like my sister did. I won't let what my sister is define who I am anymore," she stated firmly, Azmuth's words echoing in her mind.

Across the battlefield, Akeno saw Koneko's transformation and couldn't believe how strong she'd become by accepting who she really was.

' _If she can do it then I can too,'_ the raven-haired devil thought as she looked down at Jormungandr who had fallen into another, deeper valley sometime during the fight.

"Hear me! I am the daughter of Shuri and Baraqiel Himejima, a Fallen Angel," she declared loudly, taking to the air as her fallen angel wing sprouted out from her left side.

"But I am also the devil queen of Rias Gremory! I am Akeno Himejima!" she added loudly as storm clouds started to form above her head, catching several people's attention, Ben included.

' _Way to go, Akeno,'_ he thought proudly as he watched her create a large, bright yellow magic circle and fire a bolt of yellow lightning from the magic circle and a bolt of white lightning from her hand, a bigger and more powerful bolt than she had ever created before, striking the Midgard Serpent and causing it to collapse from the damage it took.

High above the fights against his offspring, Loki hovered with his hands behind his back with a look of disgust on his face.

"This has been entertaining and all, but now I'm finding all this extremely tedious. I think I'll just finish off all of you now," the Norse god resolved as he outstretched his hand towards them, magical energy building up within him. Before he could do anything though, a long pale blue line of magic wrapped itself around his arm and he felt an immediate drain of his magic, though it was hardly an amount significant enough for him to worry about.

The audacity to do such a thing however….

"Who dares?!" Loki demanded angrily, tugging at the line and following to find the owner of the line. His eyes quickly found Saji standing on the plateau they had arrived on.

"I dare!" Saji retorted as he pulled on the line to keep it taut. "You're in the way of Sona's dream and I won't allow that!"

Loki chuckled darkly at Saji. "You think this thing can hold a god like me?" he sneered as he blasted the line with his magic to remove it from his arm.

That was the plan anyhow.

"What?!" Loki snarled, the malicious smile wiped from his face as the line of magic wrapped around his arm didn't budge.

"It'll take a lot more than that," Saji shouted as his shins and arms glowed purple before revealing black greaves and vambraces. Even his left eye took on a more reptilian appearance.

"What the hell's that?" Ben shouted over to his fellow pawn in amazement.

"Cool, huh?" Saji chuckled. "Azazel gave me an upgrade during my training. I now possess all the Vritra-type Sacred Gears!"

"Oh great, so the poison dragon, Vritra has decided to join the fight too," Loki cursed as the pale blue line of magic suddenly turned into purple flames.

"Yeah, and not even a god like you can shrug it off like it's no big deal!" Saji exclaimed as he maintained the line and let it do its job taking Loki's power and dispersing it.

"My, my, such godly arrogance!" Loki bellowed as he applied more power to removing the purple flames, this time succeeding, and continued building up his power to put an end to the fight once and for all. He had already wasted enough time with these brats and the fun had run its course.

The sky turned dark as huge clouds started to form and lightning struck several times in quick succession as a powerful gust of wind stirred up too. Sensing what he was about to do, Jormungandr, Fenrir and his two pups backed away from the group.

"Please stop, Lord Loki! If you don't stop now, you'll destroy the Underworld as well as the mythological world too!" Rossweisse tried to shout but, either the Norse god couldn't hear her through the storm or he didn't bother listening to her, Loki ignored the Valkyrie and continued his spell.

"That's what he wants!" Ben shouted, standing a few feet from her and protecting his face with his arm. "He's trying to bring about Ragnarok!"

This time, Loki appeared to hear Ben through the storm and smiled maliciously "And that is what I've been working towards since the beginning!" Loki cried through the storm as it picked up more power and started raining down projectiles down like rain on the battlefield, forcing everyone to take cover to avoid the deadly bombardment. Unfortunately for them though, Loki's attack caught several of them before they could get under cover and Kiba, Xenovia and Saji cried out in agony and fell to the floor.

"And now for the finale!" Loki bellowed as eh outstretched both his arms in front of him and, through several bright purple magic circles, fired a thick beam of magical power which shot up into the where it arced, split into thousands of smaller, more powerful beams of magical power and fell back down on the entire region.

"Watch out!" Ben shouted loudly as he quickly transformed, engulfing himself in emerald green light.

 **[Transform: Chromastone!]**

Not wasting anytime, Ben quickly transformed again into Chromastone's ultimate form….

 **[Ultimate form!]**

Once he had done this, he saw that there were only a few precious seconds until Loki's bombardment came raining down upon them. Without thinking about it, Ben created a large dome around himself, Rias, Akeno, Rossweisse and Koneko who happened to be near him and expanded it as quickly as possible which was harder than it first appeared until his purple protective dome covered everyone in their group. And not a moment too soon as, a second or two later, destruction came raining down on everything in twenty square miles, destroying the mountain range and obliterating any unfortunate demon who happened to be in the vicinity.

Ben realised after only a few seconds that his shield wasn't going to hold up for much longer under Loki's terrifying power and tapped into Ddraig's Sacred Gear.

 **[BOOST! BOOST! BOOST! BOOST! BOOST! BOOST! BOOST! BOOST! BOOST!]** Ddraig's voice bellowed out as the sharp increases in his power allowed Ben to maintain the shield under Loki's bombardment.

The barrage lasted for five minutes before Loki relented and stopped it, cackling darkly as he examined the destroyed landscape.

"And so, it is finished. You should all be honoured that you are the first of Ragnarok's many victims," he sneered as the cloud of dust covered the floor after his attack.

As the cloud dissipated though, a purple shield appeared in its stead.

"What?!" Loki snarled.

"Don't get too cocky, asshole," Ben grunted from one knee as he dropped the shield and took several deep breaths to recover the energy it took to maintain the shield from the Norse god's assault.

"Ben, are you alright?!" Rias asked with worry as she rushed over to him. Even on one knee and hunched over, Rias barely came up to eye level with Ben's crystalline face.

"Yeah, I'm fine. How is everyone?" he asked, turning to look at her.

"Thanks to you, nobody's dead. Thank you," she said with relief. Now knowing that Ben was alright, Rias took out the pouch that Grayfia had given her before they teleported there and created a small magic circle in front of her.

"Sona, use this to get everyone injured back on their feet," she said into the circle before throwing the pouch into it with Sona catching it on the other side of the small portal, passing one of the vials to Tsubaki, and setting off to aid the three who had been caught by Loki's initial attack.

As the two of them did this, everyone else re-engaged with Loki's children and, once he had recovered enough strength, Ben stood back up and began firing multicoloured beams of magic up at Loki who deflected them with ease.

"We need to be even more careful now that we've used up all the phoenix tears we were given," Rias told everyone within earshot.

"I've got good news everyone!" Rossweisse, having just received a message from her superiors, exclaimed just as a bright blue light shone down on the battlefield, originating from a pale blue magic circle a few metres away from them. From the large magic circle, a huge hammer, easily two times larger than Ben in his Chromastone form. It had a black outer frame with a blue structure throughout the hammer's entire structure, from its head to its handle.

"Isn't that…?" Ben began to ask but Loki answered him before he could even ask.

"Mjolnir?!" he spat with derision in his voice, a small tinge of fear running up his godly spine as he watched the divine weapon appear and descend to the ground."

"About time," Kiba shouted, fully recovered after Tsubaki had given him one of the phoenix tears. "I don't think we could survive another barrage."

"It's all yours," Rias told Ben who nodded in understanding. He didn't need to be told twice. Taking to the air, he headed straight for the hammer, his hand outstretched as he reached for the mighty hammer.

His fingers almost touched the hammer when Fenrir appeared out of nowhere, and suddenly Ben found himself in Fenrir's jaws as the giant wolf intercepted him from reaching the hammer.

"Crap!" Ben grunted as he looked down to see the wolf's huge, razor-sharp teeth which held his crystalline body in its jaw. He fired beams at Fenrir in a bid to get the wolf to drop him but no matter what he did, the giant wolf just wouldn't let go.

"We're coming, Ben!" Rias shouted as she, Akeno, Koneko and Rossweisse rushed over to him to help.

"Just let go, you son of a bitch!" Ben shouted as he tried a different approach and began punching the wolf's jaw though it had the exact same effect as his previous attempts. "There's no way your teeth can break through my…."

CRUNCH!

Ben fell silent as Fenrir's teeth broke through his crystalline body slightly, several small cracks spreading out from the points of entry.

"…oh shit," he muttered quietly, casting one last glance at Rias who was still racing towards him, as Fenrir applied even more pressure and his jaws, strong enough to kill a god and even a legendary dragon, finally broke through Ben's outer shell with such raw force that his body shattered into thousands of tiny, purple shards of crystal.

"NO!" Rias cried fearfully, similar looks of fear on the faces of everyone who saw the whole thing happen in what felt like the blink of an eye.

Only Ben's severely cracked head somehow survived hitting the floor and shattering; instead it rolled along the floor before coming to a stop where Rias landed, fell to her knees, and slowly picked up the blank head which appeared to be more statue than living thing. Several deep cracks arched across the head.

After breaking Ben's body apart with its god-killing teeth, Fenrir suddenly found itself completely surrounded by every other member of Rias' peerage and Gwen who had taken care of Fenrir's offspring while Sona and Tsubaki continued to hold off Jormungandr while Saji returned to using his Sacred Gear to drain Loki's power.

"Ben?" Rias asked feebly as she held the crystalline head tenderly, tears streaking down her cheeks as no response came from her beloved. As the others unleased all their fury upon Fenrir, none of them could stop the tears trailing down their faces nor did they care. All they cared about was taking down Fenrir.

Even Gwen's eyes were wet with tears.

While all this was going on, Rossweisse merely stood rooted to the spot, staring at the shards which had been Ben a few moments ago.

"He was the only one amongst us capable of wielding Mjolnir," she muttered dejectedly. With him gone, there was no way they could survive now. Loki was going to kill them all.

"That's one less pest to worry about. I'm sure _He_ will be pleased when he hears how I've destroyed Azmuth for him," Loki muttered to himself before looking down at the devils and angel attacking his eldest son and shook his head at their futile action. "If you're that distraught over his death then you have nothing to worry about. Ragnarok will ensure that you'll all join him soon."

He easily knocked Saji away in his stunned state after witnessing what had happened to Ben and wasn't fully concentrating. Once the nuisance had been removed, Loki continued with his plans and the sky above everyone began to ripple as the space around them began to twist and distort as Loki started quietly chanting the spells he had been given to him by his teacher and master.

Below him, not giving a damn of the fight that was still being fought, Rias held Chromastone's head close to her breast as tears trailed down her face, splashing on the crystal structure which had since turned pale in colour and falling in one of the deep cracks running across the head.

"Please don't leave me, Ben," she whispered tearfully, holding the head both closely yet gently, fearful of it breaking apart in her arms. "I'm not ready for you to leave me alone. You're the one I want to spend my life with; I forbid you from leaving me!"

As the fact that he was really gone began to sink in, Rias felt her blood start to boil, not that she cared anymore. She didn't care about anything anymore. She was going to fully unleash her Power of Destruction upon Loki and damn the consequences when her peripheral vision caught the faint glow of emerald green coming from behind a stone, shaken loose from Loki's barrage. Crawling over to it with the head still held close to her chest, Rias moved the stone with her free hand and was met with the sight of the dial that rested on the back of Ben's left hand. She felt the faint traces of power emanating from the circular object and reached down to pick it up. As soon as her fingers clasped it, she felt a tiny amount of her power being absorbed by the device.

She was about to drop it in surprise at the sudden drain of her power but managed to keep her hold on it when she saw the emerald light grow slightly stronger. Her excitement grew and, without giving it a second thought, transferred as much of her magical power as possible into the dial and, for the first time in her life, prayed to a higher power for whatever was happening to work, not even noticing when she didn't feel a splitting headache for praying.

She didn't even notice the lack of pain when she prayed.

* * *

. . . . .

Back with the others and their battle against Fenrir, they had no idea what was happening with Rias nor was it their priority at the moment as, all they cared about was killing Fenrir. As they unleashed everything in their power against the demonic wolf, the damage was starting to take its toll; Fenrir's fur had become matted from the blood which covered it, though hidden by its dark fur, and its jaw which had also become bloody from the repeated blows it received. This didn't do anything to weaken Fenrir though, if anything it made Loki's son even more enraged.

After yet another wave of brutal attacks from everyone, Fenrir was about to make its own move, leaping into the air as it lunged towards Akeno when a purple magic circle suddenly materialised beneath it and a series of thick chains shot out of the circle and entwined itself around the giant, struggling wolf and force it to the ground as it struggled to free itself though to no avail.

This even attracted Loki's attention who stopped chanting his spell and spun around to see what had happened.

"That sigil! What's the meaning of this?!" he demanded angrily, recognising the magic circle's sigil.

"What's going on?" Koneko asked anyone who was listening, wiping the tears from her cheeks and drying her eyes.

"I might have had something to do with it," a familiar voice called out from one of the few rocky pillars left standing.

"You!" Loki snarled as he glared down at Kuroka who sat on the edge of the pillar and smirked up at the furious Norse God.

Ignoring him, Kuroka quickly zoned in on Koneko, her smirk growing broader at Koneko's tail and ears. She noticed the evidence of tears on her face but didn't bring it up. "I'm so glad that you've finally embraced your powers, Shirone."

"That may be, but I'll never be like you," Koneko retorted firmly as she glared up at her sister. Ben might be gone but she wasn't going to disappoint him after all he'd done for her.

"We'll see. We are a violent species after all," Kuroka said back to her before returning her attention back up to a livid Loki. "We'll be taking custody of Fenrir as of today."

"What?" Loki shouted incredulously.

"Apparently Valerie's got a thing for teeth that can kill gods," Kuroka said as she stood up, another magic circle appearing beneath her feet though smaller than the one that now held Fenrir.

"How dare she betray me!" Loki bellowed angrily as he fired a beam of magic at Kuroka, completely obliterating the pillar she stood on though missing the cat demon herself who had already disappeared, Fenrir disappearing with her to wherever Valerie was.

"Urgh, looks like I've got to destroy another dragon after I'm done here," Loki growled, glaring at the spot where Kuroka had been seconds before.

"What do you mean "another dragon"? you haven't finished off your first one yet!" a deep voice that everyone recognised called out from behind the group.

They all span round and their hopes were answered.

"Ben!" they called out in relief at the sight of Ben standing before them in his Petrosapien form, Rias resting in the crook of his right arm, her arms wrapped around his neck, and Mjolnir in his left hand and resting against his shoulder.

"The one and only," he said back to them with a smile on his chisled, crystalline face.

"You're still alive?! How?" Loki demanded, hiding the slight fear he felt at seeing the mighty hammer being wielded by someone.

"That's something you don't have to worry about…you won't be around long for me to trouble you with the details," Ben shouted back at him, his smile transforming into a smirk. He glanced at the crimson-haired beauty with her arms wrapped around his neck, gently pressed his forehead against hers and knelt down on one knee to allow her down on the ground. Rias seemed reluctant to let go of him for a second but then she remembered where they were and what he had to do and released her grip on him, stepping back from him as he stood back up to his full height.

' _This sucker's even heavier than it looks!'_ he thought as he found himself boosting his power several times just to allow him to hold the giant hammer easier.

"You damn meddling kids!" Loki bellowed, his fury reaching new levels that he hadn't felt in a very long time. "This ends here!" he added as he aimed his hands towards Ben. Before he could do anything else, he was bombarded by everyone suddenly attacking him, each using everything they had left after the battle which, while it didn't cause significant physical damage to him, it stopped the Norse god from attacking Ben.

Looking at the hammer in his hands, Ben recalled the famous owner of the hammer in his knowledge of mythology and an idea came to mind.

"Hey Akeno," he shouted out, attracting the Gremory queen's attention. Once he had it, he held the hammer in his two hands and gestured to it. "Could you give me a hand here?"

It took less than a second or two before Akeno realised what he was planning and smiled widely. "Of course!" she shouted back at him and fired a bolt of white lightning at the hammer's head. It struck the hammer head and the effect was immediate. The pale blue structure of the hammer started glowing brightly while electricity circled around the head of the hammer with arcs of lightning sparking and arcing around the hammer frequently.

"Now that's more like the hammer of the thunder God," Ben said to himself gleefully as he headed over to Loki who was still being peppered by everybody's attack and restrained by Saji's Sacred Gear for a third time.

"It's time to end this, Loki," Ben muttered quietly before manifesting a large crystalline pillar beneath his feet which shot up out of the ground with such force that it sent Ben flying into the air towards Loki. As he closed in on his target, Ben pulled back the hammer over his head just before bringing it crashing down on Loki.

"Damn you Azmuth! Damn you Odin!" Loki bellowed loudly as he quickly tried to create magical defences around himself but, just like Odin had told them, the mighty Mjolnir broke through every single one of them like paper, striking the Norse god fully and freezing both the god and the hammer in the air as the hammer began its second task of applying the numerous sealing spells and runes upon Loki.

"Where is Loki going once he's been sealed?" Saji asked through deep breaths from where he sat as everyone else watched as the seals were applied to Loki.

Rossweisse, also exhausted from the battle, answered his question. "Once the final seal has been applied, Loki will immediately be transported back to Asgard where a special cell has been reserved for Lord Loki where he will be held and questioned," she said professionally as she nursed an injured shoulder.

"Couldn't happen to a nicer bloke," the Sitri pawn muttered as he slowly recovered his breath.

"At least it's finally over," Xenovia sighed, wiping the sweat off her brow.

"You think this is over?" Loki's voice spoke out, taking everybody by surprise as they looked up Loki who stared down at them with a sly smirk trying to form on his face. "This isn't even the beginning. I may've lost to you today, but my master will succeed where I have failed!"

"Your master?" Rossweisse asked with confusion and concern, for a being to exist that even the arrogant god Loki willingly calls "master", that could only ever be terrible news. "Who is your master, Lord Loki?! I demand to know!"

Loki ignored the Valkyrie's question. "Your days are numbered," he added just as the final seal was placed and he disappeared in a flash of light. With nothing impeding its path anymore, Mjolnir continued on its original arc and crashed down into the ground with a tremendous 'BOOM' that left a sizable crater in the rock.

" _Now_ is it over?" Koneko asked, wiping dirt off her face with the back of her hand.

"Watch out!" Kiba shouted, attracting everyone's attention. They spun around to see Kiba with Tsubaki in his arms, having swept her off her feet, and leaping out of the way of the huge jaw of the Midgard Serpent.

"Shit! We forgot about that thing!" Ben cursed as everyone reacted to the surprise of the serpent's reappearance and headed over to continue the fight against it. Seeing how injured everyone was, Ben couldn't risk anyone getting hurt, especially after succeeding in their objective of beating Loki, and so took hold of the handle of the hammer with both hands and spun it around a few times like an athlete performing a hammer throw before releasing the powerful hammer straight at the serpent's head.

The hammer struck the serpent head with such power that the clone of Jormungandr's head exploded in a bloody mess, its body falling limply to the floor while the hammer continued on and hit the far valley wall before sliding down it, leaving a deep grove in the rock before it struck the ground.

"Now it's over," he breathed as he rolled his shoulders which made a crystalline metallic sound as his joints scraped against each other. In a flash of emerald light, he reverted back to his normal form and immediately regretted it as he suddenly felt as though he had been run over by a train…several times!

As he turned around to regroup with everyone he was suddenly glomped by Rias who, essentially, rugby tackled him to the ground in a tight embrace. This only made his injuries worse but he just didn't have the heart to ask her to get off him.

"I'm so glad you're okay!" her muffled voice called out from the crook of his neck as she fought back fresh tears, though these ones were tears of relief, and held onto Ben tightly.

Looking past the mound of crimson hair in front of him, Ben could see Akeno, Koneko, Xenovia looking at him with similar expression, their eyes watery as they fought back tears at seeing him back amongst the living.

"Why wouldn't I be?" he asked Rias, confused as to why she was so upset and hugging him so tightly. "I've been through worse before."

"What?! No you haven't!" Rias exclaimed, shocked he could say such a thing. Everyone else looked just as shocked as she was. "We all thought you were dead!"

"What are you talking about?" he asked her, his confusion growing at the obvious relief in her voice at his wellbeing. He looked back at the others and saw the same look of surprise and shock that Rias had.

"Do you not really know what happened?" Akeno asked slowly, stepping towards him, a worried look adorning her beautiful, dirtied face.

"I, uh…," Ben began to say but stopped himself when he realised that Akeno may actually have a point. He recalled the fight in his head but quickly noticed that he had a blank spot in his memory, a spot in which he had no recollection as to what happened to him. "Actually, now that you mention it, I don't remember transforming into Diamondhead."

"What's the last thing that you _do_ remember," Xenovia asked as she, too, slowly took a few steps towards him.

"The last thing that I remember is…." Ben pressed his hand to his forehead as he struggled to remember what he could. "…is Mjolnir appearing in the sky above us and me reaching out to grab it."

"After that, I can't remember anything until I was standing before Loki transformed into Diamondhead, Rias on my right arm and Mjolnir in my left hand," Ben admitted, anxious that he couldn't remember anything other than that.

"And nothing else?" Rias asked as she ended pushed herself off his chest and looking into his eyes, worry clear in her own.

"No. I can't remember anything else," Ben muttered with frustration. "What happened to me?"

Before anyone could say anything though, Azmuth interrupted their conversation. His deep voice echoing across the valley.

 **[I believe I have a theory as to what happened to you, Ben. However, I suggest that you all leave this place and return back to Rias' family mansion before it's too late and this place is swarming with demons.]**

"He's right, Rias," Sona agreed in her usual, formal tone. "Demons from miles around will be drawn to this place and we don't want to be here when they do.

 **[Don't forget to recover Mjolnir before you leave. I dread to think what Loki's allies would do with such a powerful weapon,]** Azmuth added before going silent once more.

Ben wanted to argue with Azmuth, demand that he explain what had happened to him and why he couldn't remember it, especially since it had clearly affected Rias and the others so much. However, he begrudgingly relented as he knew that none of his friends and comrades could fight off an entire horde of demons, even if they hadn't just fought Loki and his offspring.

He would leave the matter until they had returned.

* * *

. . . . .

Not more than five minutes after they disappeared through a large magic circle with the hammer Mjolnir in Ben's hands that the area that they had occupied was now crawling with demons of all shapes and sizes, all drawn to the immense power Loki had unleashed in his bombardment of the area. With all these different demons in the same place, it wasn't long before the newly reformed landscape was christened in the savage bloodbath which quickly followed.

. . . . .

 _ **Demonomicum extract:**_

 _ **Methanosian**_

 _Appearance:_ _While at first glance appearing humanoid, Methanosians are anything but. This plant demon has a green and black coloured body with a flame-patterned head and root-like feet which, upon closer examination, appear to be holding rocks. Its shoulders are adorned with flaming red petals (unknown if this serves any purpose or just used for mating displays). Taller than the average-sized person, one way of knowing whether a Methanosian is nearby is by the distinct rotting smell they naturally emit, a smell which worsens when mixed with heat._

 _Bio:_ _While it is possible to find Methanosians in any land where vegetation is present, they originate from the vast swamplands of Methanos, a gaseous swampland of which the air is naturally toxic to all except a very small number of demons._

 _Using their natural affinity to plants, they spend their lives tending to the vegetation of the Underworld. It isn't uncommon to see them in the employ of high-ranking Devil nobles who either employ of enslave Methanosians to tend to their gardens and act as Gamekeepers in their lands, ensuring their growth, cultivating plants and burning away dead vegetation with their flame abilities. The most curious ability that they possess is their powerful regenerative ability. Should a limb be infected, distorted or in any other way unable to function optimally then they have been observed removing the dysfunctional limb…only for another one to grow and replace it within a few seconds! [*This requires further study*]_

 _While they are docile when tending to their precious vegetation, this is untrue should they be aggravated, or their plants be attacked. Should someone be unfortunate to make this mistake then they'd be prepared to defend themselves or flee as the Methanosian will respond with extreme prejudice, using their plant and flame abilities to handle any foe who crosses them. However, the greatest power in their corner is their amazing regenerative capabilities which makes them almost immortal._

 _Threat level:_ _ **LOW**_ _(_ _ **HIGH when aggravated**_ _)_

 **. . . . . . . . . . . . . . . . . . . .**

 **A/N: And that's the end of another chapter!**

 **I know some of you may be disappointed with how the end of the Loki fight went but I really wanted to put that bit in from the cartoon, from that fight between Ben and Vilgax (you know the one) and, unlike the cartoon, I will do my best to adequately explain it in the next chapter for you guys.**

 **Anyway, the next chapter is the Rating Game between Rias and Sona. That will also be the last chapter for the Underworld arc. After the Rating Game they'll return back up to the human world for even mire adventure and hijinks. Before that though, I will probably add in a trial omake chapter with stories you guys have asked me for (i.e. Big Chill's pregnancy and the fountain of youth). If that's what you guys still want, please let me know in your reviews.**

 **Speaking of reviews:**

 **. . . . .**

 **Reviews**

 _ **Guest (don't know who's who so I'll answer them all here):**_ **I have absolutely no plans on having a pairing between Ben and Valerie. Sorry if that upsets anyone reading this but there you go. That being said though, I may…I repeat, MAY, have them with a relationship similar in some way to that of Batman and Catwoman (fighting all the time and getting it on in the intervals!)**

 **I have plans for ultimate Humongosaur to make future appearances in my story.**

 **In theory, Ben IS the true leader of the Forever knights by being the possessor of Ascalon. However, the organisation, and sub groups, have changed greatly since when they were first created, a very small number of them retaining the honour their ancestors once had. It is extremely unlikely that the leaders of the separate groups would willingly give up their power.**

 **Sorry if I've contradicted things I wrote in the first chapter. The story has progressed in directions I didn't originally plan for, in some parts due to the suggestions of you readers but I'll go back to it and correct it.**

 _ **E-BLOK5290:**_ **Sorry, Ship won't be joining Ben as his familiar. While I admit it could be awesome if done right, I don't want to give Ben anymore power or it could become silly. He's already got Azmuth's power, Ddraig's power and now he's got Ascalon. I believe it would be going over the top if I give him anymore power.**

 **That fact that Valerie already existed in the DxD universe was made to me before by another by another reader but thanks for also pointing it out. I will most likely change the dhampir's name when we meet her (which won't be for a while at the speed I'm releasing these chapters!). Valentina is a really promising idea and one of the choice of names I had come up with. Bar anything else coming to mind, that might be the one I use.**

 **Personally, I'm against having Celestialsapiens anywhere near my story as they are simply too powerful. It's hard to have conflict and suspense when you have a character who can snap their fingers and suddenly everything works out for you. If, somehow, I did include him in my story, I would call him Deus Ex Machina as that's exactly what he is!**

 **Gwen will definitely NOT be part of Ben's harem (this isn't that sort of fanfic!). I haven't given any thought to an Angel member of Ben's harem.**

 **I had completely forgotten about Zennith! Thanks for reminding me about her. When I read your review an entire range of ideas went through my head that I will act upon. It might not be what you expect but she will be inserted into my story somewhere.**

 **Angelic dragons? Now there's an interesting thought.**

 _ **Nivek Beldo:**_ **Ahh, and here's my favourite reviewer!**

 **Ben might get Frankenstrike in the future; he needs to see one though so that must imply that Animo strikes at Ben once more.**

 **I was tempted to have Rath fight Kuroka but then I couldn't resist giving Ben a Nekomata form which I know at least several readers wanted to see. Wildcat is a good name for the form and one I might use the next time he uses it.**

 **It's nice to see another person shares my distaste for the Ben 10 reboots (I can't express how upset I am with the creators for letting something beautiful become so much…less)**

 _ **Spider-Man999:**_ **I've got several ideas as to what I'll call Ben's Nekomata form as well as a few good ones from other readers, yours included. You'll know which one I pick the next time Ben transforms into it.**

 _ **Rick:**_ **No, Ben won't have those powers. Issei had those because all he had was Ddraig's Sacred Gear and worked with that. Ben has Ddraig's Gear plus so much more, mainly his transformations. When you consider how they can be combined with Ddraig's Gear and Ascalon, I think Ben's got enough he has to cope with. I might put up a formal list of the members of Ben's harem in the next chapter or two. As to the question of magic, yes, Ben will be able to use it to a degree but, unlike Akeno, Rias and Asia, that isn't really his forte in a fight.**

 _ **Omnimania00:**_ **No, Albedo won't be a dragon. That's all I'm going to reveal on that subject.**

 _ **DaDog:**_ **To answer your questions:**

 **1: Yes, Ben could become those species. His forms tend to have some form of sentience, even if basic at times, but he could, in theory, transform into those things if he gets a sample of their DNA.**

 **2: No, it's unlikely any other species could accidently create new demon species. Galvans are unique in the Underworld for their intelligence but they aren't anything like they used to be thanks to them almost being hunted to extinction by predators. In terms of the mechanical Ben 10 alien forms, I'll do my best to convert them into a universe of magic and supernatural beings (i.e. the Mechamorph becoming a Magimorph). Spiritual ones already exist as they exist with the help of magic and the lesser species that you mentioned also exist but are very low on the food chain and keep themselves hidden from the bigger, more powerful demons.**

 **3: Again, technically he does have the DNA of a dragon in the device. However, as I have pointed out before, Azmuth's Gear enables Ben to become the alpha of that particular species in terms of power, strength, and sometimes appearance. With this in mind, what is the highest level of dragon?**

 **Answer: a dragon god!**

 **Not an easy thing to change into without, either help from someone else or training yourself endlessly.**

 **. . . . .**

 **Thank you everyone else for your reviews. I enjoy reading them all so please keep 'em coming!**

 **I don't know when the next chapter will be released but I hope to have it out as soon as possible without it interfering with my studies.**

 **See you guys next time!**

 **Adios Amigos!**


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